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Table of Contents                                    

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☒    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2026

or

☐    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                    to                    

alliantenergylogo.jpg

Name of Registrant, State of Incorporation, Address of Principal Executive Offices, Telephone Number, Commission File Number, IRS Employer Identification Number

ALLIANT ENERGY CORPORATION
(a Wisconsin Corporation)
4902 N. Biltmore Lane
Madison, Wisconsin 53718
Telephone (608) 458-3311
Commission File Number - 1-9894
IRS Employer Identification Number - 39-1380265

INTERSTATE POWER & LIGHT COMPANY
(an Iowa corporation)
Alliant Energy Tower
Cedar Rapids, Iowa 52401
Telephone (319) 786-4411
Commission File Number - 1-4117
IRS Employer Identification Number - 42-0331370

WISCONSIN POWER & LIGHT COMPANY
(a Wisconsin corporation)
4902 N. Biltmore Lane
Madison, Wisconsin 53718
Telephone (608) 458-3311
Commission File Number - 0-337
IRS Employer Identification Number - 39-0714890
This combined Form 10-Q is separately filed by Alliant Energy Corporation, Interstate Power and Light Company and Wisconsin Power and Light Company. Information contained in the Form 10-Q relating to Interstate Power and Light Company and Wisconsin Power and Light Company is filed by each such registrant on its own behalf. Each of Interstate Power and Light Company and Wisconsin Power and Light Company makes no representation as to information relating to registrants other than itself.

Securities registered pursuant to Section 12(b) of the Act:
Alliant Energy Corporation, Common Stock, $0.01 Par Value, Trading Symbol LNT, Nasdaq Global Select Market

Indicate 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 was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Alliant Energy Corporation - Yes ☒ No ☐
Interstate Power and Light Company - Yes ☒ No ☐
Wisconsin Power and Light Company - Yes ☒ No ☐

Indicate 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Alliant Energy Corporation - Yes ☒ No ☐
Interstate Power and Light Company - Yes ☒ No ☐
Wisconsin Power and Light Company - Yes ☒ No ☐
Indicate 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.
Alliant Energy Corporation - Large Accelerated Filer ☒ Accelerated Filer ☐ Non-accelerated Filer ☐ Smaller Reporting Company ☐ Emerging Growth Company ☐
Interstate Power and Light Company - Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☒ Smaller Reporting Company ☐ Emerging Growth Company ☐
Wisconsin Power and Light Company - Large Accelerated Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☒ Smaller Reporting Company ☐ Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Alliant Energy Corporation ☐
Interstate Power and Light Company ☐
Wisconsin Power and Light Company ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Alliant Energy Corporation - Yes ☐ No ☒
Interstate Power and Light Company - Yes ☐ No ☒
Wisconsin Power and Light Company - Yes ☐ No ☒
Number of shares outstanding of each class of common stock as of June 30, 2026:
Alliant Energy Corporation, Common Stock, $0.01 par value, 259,284,699 shares outstanding
Interstate Power and Light Company, Common Stock, $2.50 par value, 13,370,788 shares outstanding (all outstanding shares are owned beneficially and of record by Alliant Energy Corporation)
Wisconsin Power and Light Company, Common Stock, $5 par value, 13,236,601 shares outstanding (all outstanding shares are owned beneficially and of record by Alliant Energy Corporation)



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DEFINITIONS
The following abbreviations or acronyms used in this report are defined below:
Abbreviation or AcronymDefinitionAbbreviation or AcronymDefinition
2025 Form 10-K
Combined Annual Report on Form 10-K filed by Alliant Energy, IPL and WPL for the year ended Dec. 31, 2025
IPLInterstate Power and Light Company
AEFAlliant Energy Finance, LLCIUCIowa Utilities Commission
Alliant EnergyAlliant Energy CorporationMDAManagement’s Discussion and Analysis of Financial Condition and Results of Operations
ATCAmerican Transmission Company LLCMISOMidcontinent Independent System Operator, Inc.
ATC HoldingsInterest in American Transmission Company LLC and ATC Holdco LLCMWMegawatt
Corporate ServicesAlliant Energy Corporate Services, Inc.MWhMegawatt-hour
DthDekathermN/ANot applicable
EPAU.S. Environmental Protection AgencyNote(s)Combined Notes to Condensed Consolidated Financial Statements
EPSEarnings per weighted average common sharePSCWPublic Service Commission of Wisconsin
Financial StatementsCondensed Consolidated Financial StatementsSECSecurities and Exchange Commission
FTRFinancial transmission rightU.S.United States of America
GAAPU.S. generally accepted accounting principlesWPLWisconsin Power and Light Company


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FORWARD-LOOKING STATEMENTS
Statements contained in this report that are not of historical fact are forward-looking statements intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified as such because the statements include words such as “may,” “believe,” “expect,” “anticipate,” “plan,” “project,” “will,” “projections,” “estimate,” or other words of similar import. Similarly, statements that describe future financial performance or plans or strategies are forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed in, or implied by, such statements. Some, but not all, of the risks and uncertainties of Alliant Energy, IPL and WPL that could materially affect actual results include:
IPL’s and WPL’s ability to obtain adequate and timely rate relief to allow for, among other things, recovery of and/or the return on costs, including fuel costs, operating costs, transmission costs, capacity costs, costs of cancelled generation projects incurred prior to pursuing regulatory approval, including costs incurred for generation projects that are delayed, modified or no longer pursued due to changes in resource needs or plans, as well as costs of generation projects incurred prior to regulatory approval or that exceed initial estimates, deferred expenditures, deferred tax assets, tax expense, interest expense, capital expenditures, marginal costs to service new customers, and remaining costs related to electric generating units (EGUs) that have been or may be permanently closed and certain other retired assets, environmental remediation costs, and decreases in sales volumes, as well as earning their authorized rates of return, payments to their parent of expected levels of dividends, the impact of rate design on current and potential customers and demand for energy in their service territories, and the ability to obtain regulatory approval with acceptable conditions for individual customer rates for large load growth customers and WPL’s large load tariff;
the impact of IPL’s retail electric base rate moratorium;
the ability to obtain regulatory approval for construction projects with acceptable conditions;
the ability to complete construction of generation and energy storage projects by planned in-service dates, with the expected earnings contributions and within the cost targets set by regulators due to cost increases of and access to materials, equipment and commodities, which could result from tariffs, including previously exempted tariffs related to solar project materials and equipment from certain countries, duties or other assessments, including antidumping or countervailing duties, inflation, labor issues or supply shortages, supply chain disruptions which may result from geopolitical issues, contractor performance, the ability to successfully resolve warranty issues or contract disputes, the ability to obtain adequate generator interconnection agreements to connect the new projects to MISO in a timely manner, the ability to obtain siting and environmental permits from local and state agencies and the ability of ITC Midwest LLC (ITC) and ATC to complete transmission upgrades in a timely manner;
weather effects on utility sales volumes and operations;
the direct or indirect effects resulting from cybersecurity incidents or attacks on Alliant Energy, IPL, WPL, or their suppliers, contractors and partners, or responses to such incidents;
the impact of customer- and third party-owned generation and other non-traditional service models, including alternative electric suppliers and potential policy changes, regulatory changes, or legislation that may enable large customers to source behind-the-meter generation directly from third parties or to own or otherwise procure on-site or behind-the-meter generation or participate in co-located resource arrangements, in IPL’s and WPL’s service territories on system reliability, operating expenses and customers’ demand for electricity;
economic conditions in IPL’s and WPL’s service territories, including the potential impacts of business or facility closures and tariffs;
the ability and cost to attract large load growth customers and to provide sufficient generation and the ability of ITC and ATC to provide sufficient transmission capacity for potential load growth timely, including significant new commercial or industrial customers, such as data centers;
the ability of potential large load growth customers to timely construct new facilities, due to local or state regulatory actions, zoning, siting, or permitting actions, public or community opposition or other factors, as well as the resulting higher system load demand by expected levels and timeframes;
the impact of large load growth customers altering, delaying or cancelling planned facilities, including any resulting impacts of overbuilt or under-utilized transmission capacity or generation and energy storage assets;
the impact of energy efficiency, franchise retention and customer disconnects on sales volumes and operating income;
the impact that price changes may have on IPL’s and WPL’s customers’ demand for electric and gas services and their ability to pay their bills;
changes in the price of delivered natural gas, transmission, purchased electric energy, purchased electric capacity and delivered coal, particularly during elevated market prices, and any resulting changes to counterparty credit risk, due to shifts in supply and demand caused by market conditions, regulations and MISO’s seasonal resource adequacy process;
the ability to achieve the expected level of tax benefits for renewable generation and energy storage projects based on tax guidelines, timely beginning of construction and in-service dates, sourcing permissible amounts of construction and/or financing support from entities with ties to certain foreign countries, compliance with prevailing wage and apprenticeship requirements, project costs and the level of electricity output generated by qualifying generating facilities, and the ability to efficiently utilize the renewable generation and energy storage project tax benefits to achieve IPL’s authorized rate of return and for the benefit of IPL’s and WPL’s customers;
federal and state regulatory or governmental actions, including the impact of legislation, Treasury regulations, executive orders, interpretations and guidance, and changes in public policy, including changes impacting renewable tax credits, including any repeal, modification, or reduced funding of the Inflation Reduction Act and the One Big Beautiful Bill Act, and siting generation and energy storage projects;
the ability to utilize tax credits generated to date, and those that may be generated in the future, before they expire, as well as the ability to transfer tax credits that may be generated in the future at adequate pricing;
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the impacts of changes in the tax code, including tax rates, minimum tax rates, adjustments made to deferred tax assets and liabilities, changes in state income tax apportionment, and changes impacting the availability of and ability to transfer renewable tax credits, including preserving the qualification of any future tax credits;
disruptions to ongoing operations and the supply of materials, services, equipment and commodities needed to continue to operate and maintain existing assets and to construct capital projects, which may result from geopolitical issues, tariffs, supplier manufacturing constraints, regulatory requirements, labor issues or transportation issues, and thus affect the ability to meet capacity requirements and result in increased capacity expense;
inflation and higher interest rates;
continued access to the capital markets on competitive terms and rates, and risks associated with potential increases in borrowing costs or reduced access to funding, and the actions of credit rating agencies;
the future development of technologies related to electrification, and the ability to reliably store and manage electricity;
employee workforce factors, including the ability to hire and retain employees with specialized skills, impacts from employee retirements, changes in key executives, ability to create desired corporate culture, collective bargaining agreements and negotiations, work stoppages or restructurings;
disruptions in the supply and delivery of natural gas, purchased electricity and coal;
changes to the creditworthiness of, or performance of obligations by, counterparties with which Alliant Energy, IPL and WPL have contractual arrangements, including large load growth customers, participants in the energy markets and fuel suppliers and transporters;
the impact of penalties or third-party claims related to, or in connection with, a failure to maintain the security of personally identifiable information, including associated costs to notify affected persons and to mitigate their information security concerns;
impacts that terrorist attacks may have on Alliant Energy’s, IPL’s and WPL’s operations and recovery of costs associated with restoration activities, or on the operations of Alliant Energy’s investments;
changes to MISO’s interconnection or resource adequacy process establishing capacity planning reserve margin and capacity accreditation requirements that may impact how and when new and existing generating and energy storage facilities may be accredited with energy capacity, and may require IPL and WPL to adjust their current resource plans, to add resources to meet the requirements of MISO’s process or to procure capacity in the market whereby such costs might not be recovered in rates;
any legislative or regulatory changes that impose mandatory integrated resource planning requirements or materially modify existing planning processes, potentially affecting resource selection, cost recovery, and the ability to meet large load growth demand for energy;
any material post-closing payments related to any past asset divestitures, including the transfer of renewable tax credits, which could result from, among other things, indemnification agreements, warranties, guarantees or litigation;
issues associated with environmental remediation and environmental compliance, including compliance with all current environmental and emissions laws, regulations, siting requirements, and permits and future changes in environmental laws and regulations, including the Coal Combustion Residuals Rule, Cross-State Air Pollution Rule and federal, state or local regulations for emissions reductions, including greenhouse gases (GHG), from new and existing fossil-fueled EGUs under the Clean Air Act, and litigation associated with environmental requirements;
increased pressure from customers, investors and other stakeholders to more rapidly reduce GHG emissions;
the timely development of technologies, innovations and advancements to provide cost effective alternatives to traditional energy sources;
the ability to defend against environmental claims brought by state and federal agencies, such as the EPA and state natural resources agencies, or third parties, such as the Sierra Club, and the impact on operating expenses of defending and resolving such claims;
the direct or indirect effects resulting from breakdown or failure of equipment in the operation of electric and gas distribution systems, such as mechanical problems, disruptions in telecommunications, technological problems, and explosions or fires, and compliance with electric and gas transmission and distribution safety regulations, including regulations promulgated by the Pipeline and Hazardous Materials Safety Administration;
issues related to the availability and operations of EGUs and energy storage facilities, including start-up risks, breakdown or failure of equipment, fires, availability of warranty coverage and successful resolution of warranty issues or contract disputes for equipment breakdowns or failures, performance below expected or contracted levels of output or efficiency, operator error, employee safety, transmission constraints, compliance with mandatory reliability standards and risks related to recovery of resulting incremental operating, capacity, fuel-related and capital costs through rates;
impacts that excessive heat, excessive cold, storms, wildfires, or natural disasters may have on Alliant Energy’s, IPL’s and WPL’s operations and construction activities, and recovery of costs associated with restoration activities, or on the operations of Alliant Energy’s investments;
Alliant Energy’s ability to sustain its dividend payout ratio goal;
changes to costs of providing benefits and related funding requirements of pension and other postretirement benefits (OPEB) plans due to the market value of the assets that fund the plans, economic conditions, financial market performance, interest rates, timing and form of benefits payments, life expectancies and demographics;
material changes in employee-related benefit and compensation costs, including settlement losses related to pension plans;
risks associated with operation and ownership of non-utility holdings, including potential impairments and risks associated with valuation changes of investments;
changes in technology that alter the channels through which customers buy or utilize Alliant Energy’s, IPL’s or WPL’s products and services;
risks associated with third-party risk management practices, including vendor financial condition, operational performance, cybersecurity incidents, and compliance with contractual and regulatory requirements;
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risks associated with large-scale internal technology modernization initiatives, including enterprise asset management systems, operational technology/informational technology integration, cloud transformation, and digital modernization, and the potential for delays, cost overruns, or operational impacts;
impacts on equity income from unconsolidated investments from changes in valuations of the assets held, as well as potential changes to ATC’s authorized return on equity;
impacts of IPL’s future tax benefits from Iowa rate-making practices, including deductions for repairs expenditures and cost of removal obligations, allocation of mixed service costs and state depreciation, and recoverability of the associated regulatory assets from customers, when the differences reverse in future periods;
current or future litigation, regulatory investigations, proceedings or inquiries;
reputational damage from negative publicity, protests, fines, penalties and other negative consequences resulting in regulatory and/or legal actions;
the direct or indirect effects resulting from pandemics;
the effect of accounting standards issued periodically by standard-setting bodies;
the ability to successfully complete tax audits and changes in tax accounting methods with no material impact on earnings and cash flows; and
other factors listed in MDA and Risk Factors in Item 1A in the 2025 Form 10-K.
Alliant Energy, IPL and WPL each assume no obligation, and disclaim any duty, to update the forward-looking statements in this report, except as required by law.
Available Information. Alliant Energy routinely posts important information on its website and considers the Investors section of its website, www.alliantenergy.com/investors, a channel of distribution for material information. Information contained on Alliant Energy’s website is not incorporated herein by reference.
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PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
ALLIANT ENERGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
For the Three MonthsFor the Six Months
Ended June 30,Ended June 30,
2026202520262025
(in millions, except per share amounts)
Revenues:
Electric utility$861$851$1,748$1,703
Gas utility8276353316
Other utility211525
Non-utility26234944
Total revenues9719612,1552,088
Operating expenses:
Electric production fuel and purchased power132150301325
Electric transmission service155151314308
Cost of gas sold3730210167
Other operation and maintenance209168390327
Depreciation and amortization220208442420
Taxes other than income taxes33316462
Total operating expenses7867381,7211,609
Operating income185223434479
Other (income) and deductions:
Interest expense143124285243
Equity income from unconsolidated investments, net(43)(10)(65)(23)
Allowance for funds used during construction(31)(23)(61)(41)
Other(2)1(5)4
Total other (income) and deductions6792154183
Income before income taxes118131280296
Income tax benefit(52)(43)(114)(91)
Net income attributable to Alliant Energy common shareowners$170$174$394$387
Weighted average number of common shares outstanding:
Basic258.5256.9257.9256.8
Diluted260.9257.3259.9257.3
Earnings per weighted average common share attributable to Alliant Energy common shareowners:
Basic$0.66$0.68$1.53$1.51
Diluted$0.65$0.68$1.52$1.50

Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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ALLIANT ENERGY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
June 30,
2026
December 31,
2025
(in millions, except per
share and share amounts)
ASSETS
Current assets:
Cash and cash equivalents$25$556
Accounts receivable, less allowance for expected credit losses381476
Production fuel, at weighted average cost6046
Gas stored underground, at weighted average cost3049
Materials and supplies, at weighted average cost208193
Regulatory assets172155
Income taxes receivable4012
Other284210
Total current assets1,2001,697
Property, plant and equipment, net21,05820,344
Investments:
ATC Holdings501463
Other255231
Total investments756694
Other assets:
Regulatory assets2,1392,119
Deferred charges and other165137
Total other assets2,3042,256
Total assets$25,318$24,991
LIABILITIES AND EQUITY
Current liabilities:
Current maturities of long-term debt$374$1,074
Commercial paper70888
Other short-term borrowings400
Accounts payable628498
Accrued interest116124
Regulatory liabilities8088
Other268251
Total current liabilities2,5742,123
Long-term debt, net (excluding current portion)10,63610,954
Other liabilities:
Deferred tax liabilities2,3602,310
Regulatory liabilities1,0491,113
Pension and other benefit obligations157173
Other1,013984
Total other liabilities4,5794,580
Commitments and contingencies (Note 12)
Equity:
Alliant Energy Corporation common equity:
Common stock - $0.01 par value - 480,000,000 shares authorized; 259,284,699 and 257,137,261 shares outstanding
33
Additional paid-in capital3,1743,101
Retained earnings4,3634,243
Accumulated other comprehensive income31
Shares in deferred compensation trust - 351,469 and 367,338 shares at a weighted average cost of $40.46 and $39.05 per share
(14)(14)
Total Alliant Energy Corporation common equity7,5297,334
Total liabilities and equity$25,318$24,991

Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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ALLIANT ENERGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
For the Six Months
Ended June 30,
20262025
(in millions)
Cash flows from operating activities:
Net income$394$387
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization
442420
Deferred tax benefit and tax credits(94)(100)
Equity income from unconsolidated investments, net(65)(23)
Other3422
Other changes in assets and liabilities:
Accounts receivable(183)(289)
Derivative assets(55)(29)
Regulatory liabilities171
Deferred income taxes (a)8786
Other(80)(53)
Net cash flows from operating activities481492
Cash flows used for investing activities:
Construction and acquisition expenditures:
Utility business(913)(976)
Other(109)(89)
Cash receipts on sold receivables264198
Other(37)(27)
Net cash flows used for investing activities(795)(894)
Cash flows from (used for) financing activities:
Common stock dividends(274)(261)
Proceeds from issuance of common stock, net7012
Proceeds from issuance of long-term debt1,162
Proceeds from issuance of other short-term borrowings400
Payments to retire long-term debt(1,075)
Net change in commercial paper670(266)
Other(8)3
Net cash flows from (used for) financing activities(217)650
Net increase (decrease) in cash, cash equivalents and restricted cash(531)248
Cash, cash equivalents and restricted cash at beginning of period55681
Cash, cash equivalents and restricted cash at end of period$25$329
Supplemental cash flows information:
Cash (paid) received during the period for:
Interest($293)($239)
Income taxes, net (a)$96$91
Significant non-cash investing and financing activities:
Accrued capital expenditures$279$204
Beneficial interest obtained in exchange for securitized accounts receivable$95$235

(a)2026 and 2025 include $102 million and $97 million, respectively, of proceeds from renewable tax credits transferred to other corporate taxpayers.

Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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INTERSTATE POWER AND LIGHT COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
For the Three MonthsFor the Six Months
Ended June 30,Ended June 30,
2026202520262025
(in millions)
Revenues:
Electric utility$431$418$867$848
Gas utility4340166158
Steam and other111324
Total revenues4754691,0361,030
Operating expenses:
Electric production fuel and purchased power4540110107
Electric transmission service98100202207
Cost of gas sold22179681
Other operation and maintenance10884195169
Depreciation and amortization119115239230
Taxes other than income taxes16153029
Total operating expenses408371872823
Operating income6798164207
Other (income) and deductions:
Interest expense575211499
Allowance for funds used during construction(21)(13)(40)(22)
Other(1)(2)(3)(2)
Total other (income) and deductions35377175
Income before income taxes326193132
Income tax benefit(33)(37)(66)(77)
Net income$65$98$159$209
Earnings per share data is not disclosed given Alliant Energy Corporation is the sole shareowner of all shares of IPL’s common stock outstanding during the periods presented.
Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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INTERSTATE POWER AND LIGHT COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
June 30,
2026
December 31,
2025
(in millions, except per
share and share amounts)
ASSETS
Current assets:
Cash and cash equivalents$12$7
Accounts receivable, less allowance for expected credit losses117185
Production fuel, at weighted average cost2518
Gas stored underground, at weighted average cost1224
Materials and supplies, at weighted average cost118111
Regulatory assets6559
Other9458
Total current assets443462
Property, plant and equipment, net10,80810,436
Other assets:
Regulatory assets1,5821,557
Deferred charges and other3940
Total other assets1,6211,597
Total assets$12,872$12,495
LIABILITIES AND EQUITY
Current liabilities:
Commercial paper$77$88
Accounts payable302232
Accounts payable to associated companies4745
Accrued taxes6653
Accrued interest4647
Regulatory liabilities3441
Other8980
Total current liabilities661586
Long-term debt, net4,7324,680
Other liabilities:
Deferred tax liabilities1,3141,278
Regulatory liabilities517545
Pension and other benefit obligations2630
Other549532
Total other liabilities2,4062,385
Commitments and contingencies (Note 12)
Equity:
Interstate Power and Light Company common equity:
Common stock - $2.50 par value - 24,000,000 shares authorized; 13,370,788 shares outstanding
3333
Additional paid-in capital3,6473,497
Retained earnings1,3931,314
Total Interstate Power and Light Company common equity5,0734,844
Total liabilities and equity$12,872$12,495

Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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INTERSTATE POWER AND LIGHT COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
For the Six Months
Ended June 30,
20262025
(in millions)
Cash flows from operating activities:
Net income$159$209
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization239230
Deferred tax benefit and tax credits(59)(59)
Other(28)(14)
Other changes in assets and liabilities:
Accounts receivable(218)(273)
Derivative assets(41)(21)
Regulatory assets(42)(47)
Accounts payable387
Deferred income taxes (a)7098
Other22(22)
Net cash flows from operating activities140108
Cash flows used for investing activities:
Construction and acquisition expenditures(491)(628)
Cash receipts on sold receivables264198
Other(15)(11)
Net cash flows used for investing activities(242)(441)
Cash flows from financing activities:
Common stock dividends(80)(180)
Capital contributions from parent150145
Proceeds from issuance of long-term debt594
Net change in commercial paper39(50)
Other(2)(1)
Net cash flows from financing activities107508
Net increase in cash, cash equivalents and restricted cash5175
Cash, cash equivalents and restricted cash at beginning of period729
Cash, cash equivalents and restricted cash at end of period$12$204
Supplemental cash flows information:
Cash (paid) received during the period for:
Interest($115)($97)
Income taxes, net (a)$79$68
Significant non-cash investing and financing activities:
Accrued capital expenditures$137$149
Beneficial interest obtained in exchange for securitized accounts receivable$95$235

(a)2026 and 2025 include $58 million and $73 million, respectively, of proceeds from renewable tax credits transferred to other corporate taxpayers.

Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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WISCONSIN POWER AND LIGHT COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
For the Three MonthsFor the Six Months
Ended June 30,Ended June 30,
2026202520262025
(in millions)
Revenues:
Electric utility$430$433$881$855
Gas utility3936187158
Other121
Total revenues4704691,0701,014
Operating expenses:
Electric production fuel and purchased power87110191218
Electric transmission service5751112101
Cost of gas sold151311486
Other operation and maintenance8772169137
Depreciation and amortization9890198183
Taxes other than income taxes16153129
Total operating expenses360351815754
Operating income110118255260
Other (income) and deductions:
Interest expense49439786
Allowance for funds used during construction(10)(10)(21)(19)
Other(1)3(1)5
Total other (income) and deductions38367572
Income before income taxes7282180188
Income tax benefit(6)(5)(15)(10)
Net income$78$87$195$198
Earnings per share data is not disclosed given Alliant Energy Corporation is the sole shareowner of all shares of WPL’s common stock outstanding during the periods presented.
Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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WISCONSIN POWER AND LIGHT COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
June 30,
2026
December 31,
2025
(in millions, except per
share and share amounts)
ASSETS
Current assets:
Cash and cash equivalents$12$37
Accounts receivable, less allowance for expected credit losses247273
Production fuel, at weighted average cost3528
Gas stored underground, at weighted average cost1825
Materials and supplies, at weighted average cost8881
Regulatory assets10796
Prepaid gross receipts tax5552
Income taxes receivable451
Other5458
Total current assets661651
Property, plant and equipment, net9,7299,363
Other assets:
Regulatory assets557562
Deferred charges and other9979
Total other assets656641
Total assets$11,046$10,655
LIABILITIES AND EQUITY
Current liabilities:
Commercial paper$83$—
Accounts payable258197
Accrued interest4546
Regulatory liabilities4647
Other105105
Total current liabilities537395
Long-term debt, net3,6713,669
Other liabilities:
Deferred tax liabilities
881861
Regulatory liabilities532568
Pension and other benefit obligations6875
Other796712
Total other liabilities2,2772,216
Commitments and contingencies (Note 12)
Equity:
Wisconsin Power and Light Company common equity:
Common stock - $5 par value - 18,000,000 shares authorized; 13,236,601 shares outstanding
6666
Additional paid-in capital2,7132,613
Retained earnings1,7821,696
Total Wisconsin Power and Light Company common equity4,5614,375
Total liabilities and equity$11,046$10,655

Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
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WISCONSIN POWER AND LIGHT COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
For the Six Months
Ended June 30,
20262025
(in millions)
Cash flows from operating activities:
Net income$195$198
Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation and amortization198183
Deferred tax benefit and tax credits(25)(43)
Other3(4)
Other changes in assets and liabilities:
Accounts receivable45(33)
Income taxes receivable(44)17
Regulatory liabilities165
Other (a)(18)(46)
Net cash flows from operating activities355337
Cash flows used for investing activities:
Construction and acquisition expenditures(422)(348)
Other(29)(14)
Net cash flows used for investing activities(451)(362)
Cash flows from (used for) financing activities:
Common stock dividends(109)(119)
Capital contributions from parent100
Net change in commercial paper83109
Other(3)(6)
Net cash flows from (used for) financing activities71(16)
Net decrease in cash, cash equivalents and restricted cash(25)(41)
Cash, cash equivalents and restricted cash at beginning of period3751
Cash, cash equivalents and restricted cash at end of period$12$10
Supplemental cash flows information:
Cash (paid) received during the period for:
Interest($97)($88)
Income taxes, net (a)($19)$8
Significant non-cash investing and financing activities:
Accrued capital expenditures$129$48

(a)2026 and 2025 include $44 million and $24 million, respectively, of proceeds from renewable tax credits transferred to other corporate taxpayers.

Refer to accompanying Combined Notes to Condensed Consolidated Financial Statements.
12


ALLIANT ENERGY CORPORATION
INTERSTATE POWER AND LIGHT COMPANY
WISCONSIN POWER AND LIGHT COMPANY

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 1(a) General - The interim unaudited Financial Statements included herein have been prepared pursuant to the rules and regulations of the SEC. Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, although management believes that the disclosures are adequate to make the information presented not misleading. These Financial Statements should be read in conjunction with the financial statements and the notes thereto included in the 2025 Form 10-K.

In the opinion of management, all adjustments, which unless otherwise noted are normal and recurring in nature, necessary for a fair presentation of the results of operations, financial position and cash flows have been made. Results for the three and six months ended June 30, 2026 are not necessarily indicative of results that may be expected for the year ending December 31, 2026.

A change in management’s estimates or assumptions could have a material impact on financial condition and results of operations during the period in which such change occurred. Certain prior period amounts in the Financial Statements and Notes have been reclassified to conform to the current period presentation for comparative purposes.

Note 1(b) Leases -
Finance Leases - WPL is currently leasing the Sheboygan Falls Energy Facility from AEF’s Non-utility Generation business. WPL is responsible for the operation of the EGU and has exclusive rights to its output. In the second quarter of 2026, WPL’s rent payments increased following the completion of the Sheboygan Falls Unit 2 advanced gas path project, which increased the efficiency and capacity of the Sheboygan Falls Energy Facility, resulting in a lease modification and remeasurement, which increased both “Property, plant and equipment, net” and “Other liabilities” by approximately $70 million on WPL’s balance sheet. For Alliant Energy, the leased Sheboygan Falls Energy Facility is eliminated upon consolidation and therefore is not reflected in Alliant Energy’s balance sheet.

NOTE 1(c) New Accounting Standards -
Environmental Credits - In May 2026, the Financial Accounting Standards Board issued an accounting standard that establishes recognition, measurement, presentation and disclosure requirements for environmental credits and environmental credit obligations. The standard requires environmental credits to be evaluated based on their intended use in determining whether the costs of such credits are recognized as assets and how those assets are subsequently measured. The standard also establishes a framework for recognizing and measuring environmental credit obligations and requires expanded annual and interim disclosures regarding environmental credits and environmental credit obligations, including information about the nature, intended use, measurement and settlement of environmental credits and related obligations. Alliant Energy, IPL and WPL currently expect to adopt this standard on January 1, 2028. Upon adoption, the standard is required to be applied retrospectively through a cumulative-effect adjustment to the opening retained earnings balance as of January 1, 2028. Alliant Energy, IPL and WPL are currently evaluating the impact of this standard on their financial condition and results of operations and do not currently anticipate a material increase in environmental credit assets or environmental credit obligations upon adoption.

NOTE 2. REGULATORY MATTERS
Regulatory Assets and Regulatory Liabilities -
Regulatory assets were comprised of the following items (in millions):
Alliant EnergyIPLWPL
June 30,
2026
December 31,
2025
June 30,
2026
December 31,
2025
June 30,
2026
December 31,
2025
Tax-related$1,100$1,089$969$949$131$140
Asset retirement obligations483455328312155143
Pension and OPEB costs265274132136133138
Assets retired early14715814014979
Derivatives755224125140
Non-service pension and OPEB costs585721213736
WPL’s Western Wisconsin gas distribution expansion investments38393839
Other1451503337112113
$2,311$2,274$1,647$1,616$664$658

13

Regulatory liabilities were comprised of the following items (in millions):
Alliant EnergyIPLWPL
June 30,
2026
December 31,
2025
June 30,
2026
December 31,
2025
June 30,
2026
December 31,
2025
Tax-related$662$690$286$304$376$386
Cost of removal obligations340366208217132149
Derivatives354720261521
Commodity cost recovery2813105188
Other648527343751
$1,129$1,201$551$586$578$615

NOTE 3. RECEIVABLES
Sales of Accounts Receivable - IPL maintains a Receivables Purchase and Sale Agreement (Receivables Agreement) whereby it may sell its customer accounts receivables, unbilled revenues and certain other accounts receivables to a third party through wholly-owned and consolidated special purpose entities. In March 2026, IPL amended and extended through March 2029 the purchase commitment from the third party to which it sells receivables. The transfers of receivables meet the criteria for sale accounting established by the transfer of financial assets accounting rules. Under the amended Receivables Agreement, the limit on cash proceeds fluctuates between $5 million and $180 million, which IPL may change periodically throughout the year. As of June 30, 2026, the limit on cash proceeds was $138 million and IPL had no available capacity under its sales of accounts receivable program. IPL’s maximum and average outstanding aggregate cash proceeds (based on daily outstanding balances) related to the sales of accounts receivable program for the three and six months ended June 30 were as follows (in millions):
Three MonthsSix Months
2026202520262025
Maximum outstanding aggregate cash proceeds$142$110$142$110
Average outstanding aggregate cash proceeds105609684

The attributes of IPL’s receivables sold under the Receivables Agreement were as follows (in millions):
June 30, 2026December 31, 2025
Customer accounts receivable$140$147
Unbilled utility revenues107104
Receivables sold to third party247251
Less: cash proceeds138110
Deferred proceeds109141
Less: allowance for expected credit losses1415
Fair value of deferred proceeds$95$126
Outstanding receivables past due$19$21

Additional attributes of IPL’s receivables sold under the Receivables Agreement for the three and six months ended June 30 were as follows (in millions):
Three MonthsSix Months
2026202520262025
Collections$482$445$1,096$1,052
Write-offs, net of recoveries2254

Effective July 2026, the limit on cash proceeds under the Receivables Agreement is $180 million.

14

NOTE 4. INVESTMENTS
Unconsolidated Equity Investments - Alliant Energy’s equity (income) loss from unconsolidated investments accounted for under the equity method of accounting for the three and six months ended June 30 was as follows (in millions):
Three MonthsSix Months
2026202520262025
ATC Holdings($17)($14)($33)($28)
Non-utility wind farm in Oklahoma(4)(3)(7)(4)
Corporate venture investments (a)(22)7(24)11
Other(1)(2)
($43)($10)($65)($23)

(a)Alliant Energy reports its share of equity earnings from certain corporate venture fund investments on a one-quarter lag. Equity earnings for the three and six months ended June 30, 2026 were primarily driven by increased valuations of certain underlying investments within the venture funds, including an investment in a company that provides onsite power solutions. In June 2026, the onsite power solutions company completed an initial public offering. Due to the one-quarter reporting lag, the financial effects of the initial public offering are expected to be recognized in Alliant Energy’s equity earnings in the third quarter of 2026.

NOTE 5. COMMON EQUITY
Common Share Activity - A summary of Alliant Energy’s common stock activity was as follows:
Shares outstanding, January 1, 2026
257,137,261 
At-the-market offering program929,759 
Shareowner Direct Plan155,122 
Equity-based compensation plans227,746 
Convertible debt settlement (Refer to Note 6 for details)
834,811 
Shares outstanding, June 30, 2026
259,284,699 

At-the-Market Offering Programs - In March 2026, Alliant Energy fully utilized the remaining capacity under its $1.3 billion 2025 at-the-market offering program and Alliant Energy filed a new prospectus supplement and executed a related distribution agreement, under which it may sell up to $1 billion in aggregate of its common stock through 2029 through an at-the-market offering program that includes an equity forward sales component (the 2026 at-the-market offering program). Alliant Energy expects to use proceeds from the issuance of common stock for general corporate purposes.

Alliant Energy entered into forward sale agreements under its 2026 at-the-market offering program with various counterparties who, for the three months ended June 30, 2026, borrowed and sold an aggregate of 6,550,857 shares of Alliant Energy common stock at an aggregate gross sales price of $482 million, including approximately $4 million in commissions, to the counterparties payable by Alliant Energy when the forward sale agreements are settled. Alliant Energy has not yet received any proceeds from this program and no amounts have been or will be recorded in equity on Alliant Energy’s balance sheets until the forward sale agreements settle. Alliant Energy currently expects to settle the forward sale agreements prior to December 31, 2028 through physical delivery of shares of common stock in exchange for cash proceeds at the then-applicable forward sale price; however, Alliant Energy may elect cash settlement or net share settlement for all or a portion of the obligations under the forward sale agreements. As of June 30, 2026, the weighted-average forward price, net of commissions, was $72.89 per share and is subject to daily adjustment based on a floating interest rate factor and decreased by other fixed amounts specified in the forward sale agreements. As of June 30, 2026, Alliant Energy could have settled all of its outstanding forward sale agreements under the 2026 at-the-market offering program with physical delivery of 6,912,857 shares of Alliant Energy common stock to the counterparties in exchange for cash of $504 million.

During the three months ended June 30, 2026, Alliant Energy physically settled its obligations under various forward sale agreements entered into under its 2025 at-the-market offering program with the issuance and delivery of 929,759 shares of common stock at a weighted average forward sale price of $63.24 per share, net of commissions. Alliant Energy received net proceeds of $59 million, which were recorded in equity on Alliant Energy’s balance sheet. Alliant Energy used the net proceeds for general corporate purposes, which included repayment of commercial paper. Alliant Energy currently expects to settle the remainder of the 2025 at-the-market offering program forward sale agreements in 2026 and 2027 through physical delivery of shares of common stock in exchange for cash proceeds at the then-applicable forward sale price; however, Alliant Energy may elect cash settlement or net share settlement for all or a portion of the obligations under the forward sale agreements. As of June 30, 2026, the weighted-average forward price, net of commissions, of all of the outstanding forward agreements under the 2025 at-the-market offering was $66.06 per share and is subject to daily adjustment based on a floating interest rate factor and decreased by other fixed amounts specified in the forward sale agreements. As of June 30, 2026, Alliant Energy could have settled all of its outstanding forward sale agreements under the 2025 at-the-market offering program with physical delivery of 18,668,448 shares of Alliant Energy common stock to the counterparties in exchange for cash of $1,233 million.

15

Alliant Energy has concluded that the forward sale agreements meet the derivative scope exception for certain contracts involving an entity’s own equity. Until settlement of the forward sale agreements, Alliant Energy’s EPS dilution resulting from the agreements, if any, is determined using the treasury stock method. Share dilution occurs when the average market price of Alliant Energy stock during the reporting period is higher than the forward sale price as of the end of the reporting period. For the three and six months ended June 30, 2026, 1,741,407 and 46,957 incremental shares were included in the calculation of diluted EPS related to the securities under the forward sale agreements for the 2025 and 2026 at-the-market offering programs, respectively.

Changes in Shareowners’ Equity - A summary of changes in shareowners’ equity was as follows (in millions):
Alliant EnergyAccumulatedShares in
AdditionalOtherDeferredTotal
CommonPaid-InRetainedComprehensiveCompensationCommon
StockCapitalEarningsIncomeTrustEquity
Three Months Ended June 30, 2026
Beginning balance, March 31, 2026
$3$3,101$4,330$2($14)$7,422
Net income attributable to Alliant Energy common shareowners170170
Common stock dividends ($0.535 per share)
(137)(137)
Shareowner Direct Plan issuances55
At-the-market offering program issuances5959
Equity-based compensation plans and other99
Other comprehensive income, net of tax11
Ending balance, June 30, 2026
$3$3,174$4,363$3($14)$7,529
Three Months Ended June 30, 2025
Beginning balance, March 31, 2025
$3$3,066$4,037$—($13)$7,093
Net income attributable to Alliant Energy common shareowners174174
Common stock dividends ($0.5075 per share)
(131)(131)
Shareowner Direct Plan issuances66
Equity-based compensation plans and other33
Ending balance, June 30, 2025
$3$3,075$4,080$—($13)$7,145
Alliant EnergyAccumulatedShares in
AdditionalOtherDeferredTotal
CommonPaid-InRetainedComprehensiveCompensationCommon
StockCapitalEarningsIncomeTrustEquity
Six Months Ended June 30, 2026
Beginning balance, December 31, 2025
$3$3,101$4,243$1($14)$7,334
Net income attributable to Alliant Energy common shareowners394394
Common stock dividends ($1.07 per share)
(274)(274)
Shareowner Direct Plan issuances1111
At-the-market offering program issuances5959
Equity-based compensation plans and other33
Other comprehensive income, net of tax22
Ending balance, June 30, 2026
$3$3,174$4,363$3($14)$7,529
Six Months Ended June 30, 2025
Beginning balance, December 31, 2024
$3$3,060$3,954$1($14)$7,004
Net income attributable to Alliant Energy common shareowners387387
Common stock dividends ($1.015 per share)
(261)(261)
Shareowner Direct Plan issuances1212
Equity-based compensation plans and other314
Other comprehensive loss, net of tax(1)(1)
Ending balance, June 30, 2025
$3$3,075$4,080$—($13)$7,145
16

IPLAdditionalTotal
CommonPaid-InRetainedCommon
StockCapitalEarningsEquity
Three Months Ended June 30, 2026
Beginning balance, March 31, 2026
$33$3,622$1,368$5,023
Net income6565
Common stock dividends(40)(40)
Capital contributions from parent2525
Ending balance, June 30, 2026
$33$3,647$1,393$5,073
Three Months Ended June 30, 2025
Beginning balance, March 31, 2025
$33$3,257$1,237$4,527
Net income9898
Common stock dividends(90)(90)
Capital contributions from parent100100
Ending balance, June 30, 2025
$33$3,357$1,245$4,635
IPLAdditionalTotal
CommonPaid-InRetainedCommon
StockCapitalEarningsEquity
Six Months Ended June 30, 2026
Beginning balance, December 31, 2025
$33$3,497$1,314$4,844
Net income159159
Common stock dividends(80)(80)
Capital contributions from parent150150
Ending balance, June 30, 2026
$33$3,647$1,393$5,073
Six Months Ended June 30, 2025
Beginning balance, December 31, 2024
$33$3,212$1,216$4,461
Net income209209
Common stock dividends(180)(180)
Capital contributions from parent145145
Ending balance, June 30, 2025
$33$3,357$1,245$4,635
WPLAdditionalTotal
CommonPaid-InRetainedCommon
StockCapitalEarningsEquity
Three Months Ended June 30, 2026
Beginning balance, March 31, 2026
$66$2,638$1,758$4,462
Net income7878
Common stock dividends(54)(54)
Capital contributions from parent7575
Ending balance, June 30, 2026
$66$2,713$1,782$4,561
Three Months Ended June 30, 2025
Beginning balance, March 31, 2025
$66$2,533$1,537$4,136
Net income8787
Common stock dividends(43)(43)
Ending balance, June 30, 2025
$66$2,533$1,581$4,180
17

WPLAdditionalTotal
CommonPaid-InRetainedCommon
StockCapitalEarningsEquity
Six Months Ended June 30, 2026
Beginning balance, December 31, 2025
$66$2,613$1,696$4,375
Net income195195
Common stock dividends(109)(109)
Capital contributions from parent100100
Ending balance, June 30, 2026
$66$2,713$1,782$4,561
Six Months Ended June 30, 2025
Beginning balance, December 31, 2024
$66$2,533$1,502$4,101
Net income198198
Common stock dividends(119)(119)
Ending balance, June 30, 2025
$66$2,533$1,581$4,180

NOTE 6. DEBT
NOTE 6(a) Short-term Debt - In March 2026, Alliant Energy, IPL and WPL reallocated credit facility capacity amounts to $700 million for Alliant Energy at the parent company level, $300 million for IPL and $300 million for WPL, within the $1.3 billion total commitment. Information regarding Alliant Energy’s, IPL’s and WPL’s commercial paper and borrowings under the single credit facility classified as short-term debt was as follows (dollars in millions):
June 30, 2026Alliant EnergyIPLWPL
Amount outstanding$708$77$83
Weighted average interest rates3.9%3.9%3.9%
Available credit facility capacity (a)$542$173$217
Alliant EnergyIPLWPL
Three Months Ended June 30202620252026202520262025
Maximum amount outstanding (based on daily outstanding balances)$732$741$77$141$110$292
Average amount outstanding (based on daily outstanding balances)$569$449$12$33$47$225
Weighted average interest rates3.9%4.6%3.9%4.6%3.9%4.6%
Six Months Ended June 30
Maximum amount outstanding (based on daily outstanding balances)$732$741$103$141$110$292
Average amount outstanding (based on daily outstanding balances)$347$495$29$43$24$193
Weighted average interest rates3.9%4.6%3.8%4.6%3.9%4.6%
(a)Alliant Energy’s and IPL’s available credit facility capacities reflect outstanding commercial paper classified as both short- and long-term debt at June 30, 2026.

In March 2026, Alliant Energy entered into a $400 million variable rate (4.5% as of June 30, 2026) term loan credit agreement, which matures in March 2027 and is recorded in “Other short-term borrowings” on Alliant Energy’s balance sheet as of June 30, 2026. Alliant Energy’s term loan credit agreement includes an option to increase the amount outstanding with one or more additional term loans in an aggregate amount not to exceed $100 million. The proceeds were used for general corporate purposes.

NOTE 6(b) Long-term Debt - As of June 30, 2026, $50 million of commercial paper was recorded in “Long-term debt, net” on Alliant Energy’s and IPL’s balance sheets due to the existence of the long-term single credit facility that back-stops this commercial paper balance, along with Alliant Energy’s and IPL’s intent and ability to refinance these balances on a long-term basis. As of June 30, 2026, this commercial paper balance had a 3.9% interest rate.

In January 2026, AEF retired its $300 million variable rate term loan. In March 2026, AEF retired its $200 million of 1.4% senior notes.

Convertible Senior Notes
2026 Notes - Alliant Energy’s $575 million of 3.875% convertible senior notes issued in March 2023 matured in March 2026. Alliant Energy settled its related conversion obligations to holders by paying the aggregate principal amount outstanding of $575 million in cash, and issuing 834,811 shares of Alliant Energy common stock for the excess of its conversion obligation over such principal amount, which was classified as a non-cash financing activity.

18

2028 Notes - In May 2025, Alliant Energy issued $575 million of 3.25% convertible senior notes (the 2028 Notes), which are senior unsecured obligations. As of June 30, 2026, the conditions allowing holders to convert their 2028 Notes were not met, and the 2028 Notes were classified as “Long-term debt, net” on Alliant Energy’s balance sheet. As of June 30, 2026, the net carrying amount was $570 million, with unamortized debt issuance costs of $5 million, and the estimated fair value (Level 2) was $630 million. For the three and six months ended June 30, 2026, there were no shares of Alliant Energy’s common stock related to the potential conversion of the 2028 Notes included in diluted EPS based on Alliant Energy’s average stock prices and the relevant terms of the 2028 Notes.

NOTE 7. REVENUES
Disaggregation of revenues from contracts with customers is provided for each reportable segment (IPL and WPL), as well as by customer class within electric and gas sales, as follows (in millions):
Alliant EnergyIPLWPL
Three Months Ended June 30202620252026202520262025
Electric Utility:
Retail - residential$309$295$151$142$158$153
Retail - commercial2212111431357876
Retail - industrial251240126118125122
Wholesale3649143635
Bulk power and other44561193347
Total Electric Utility861851431418430433
Gas Utility:
Retail - residential444123212120
Retail - commercial252013101210
Retail - industrial332211
Transportation/other10125755
Total Gas Utility827643403936
Other Utility:
Steam (a)99
Other utility22121
Total Other Utility2111111
Non-Utility and Other:
Travero and other2623
Total Non-Utility and Other2623
Total revenues$971$961$475$469$470$469
19

Alliant EnergyIPLWPL
Six Months Ended June 30202620252026202520262025
Electric Utility:
Retail - residential$641$618$311$297$330$321
Retail - commercial442425285271157154
Retail - industrial491475249236242239
Wholesale7197287169
Bulk power and other1038822168172
Total Electric Utility1,7481,703867848881855
Gas Utility:
Retail - residential206188999510793
Retail - commercial1119448436351
Retail - industrial984454
Transportation/other272615161210
Total Gas Utility353316166158187158
Other Utility:
Steam (a)1919
Other utility563521
Total Other Utility52532421
Non-Utility and Other:
Travero and other4944
Total Non-Utility and Other4944
Total revenues$2,155$2,088$1,036$1,030$1,070$1,014

(a)IPL was engaged in the generation and distribution of steam for two customers in Cedar Rapids, Iowa, which were each under contract through 2025 for taking minimum quantities of annual steam usage. Subsequent to December 31, 2025, IPL exited the steam business.

NOTE 8. INCOME TAXES
Income Tax Rates - The overall income tax rates shown in the following table were computed by dividing income tax expense (benefit) by income before income taxes. The effective income tax rates were different than the federal statutory rate primarily due to state income taxes, net of federal benefits (primarily from state income taxes in Iowa and Wisconsin), production tax credits, investment tax credits, amortization of excess deferred taxes and the effect of rate-making on property-related differences. Also impacting Alliant Energy’s and IPL’s effective income tax rates for the three and six months ended June 30, 2026 were additional tax credits during 2026 from renewable generation and energy storage projects previously placed in service, as well as projects currently expected to be placed in service during 2026. Alliant Energy’s effective income tax rate for the six months ended June 30, 2026 was also impacted by changes in state income tax apportionment.
Alliant EnergyIPLWPL
Three MonthsSix Months Three MonthsSix Months Three MonthsSix Months
202620252026202520262025202620252026202520262025
Overall income tax rate(44%)(33%)(41%)(31%)(103%)(61%)(71%)(58%)(8%)(6%)(8%)(5%)

Deferred Tax Assets and Liabilities -
Carryforwards - At June 30, 2026, the carryforwards and expiration dates were estimated as follows (in millions):
Range of Expiration DatesAlliant EnergyIPLWPL
Federal net operating lossesIndefinite$47$14$—
State net operating losses2026-204636071
Federal tax credits2034-2046700461224

20

State Income Tax Apportionment - Deferred tax assets and liabilities are recorded for temporary differences between the tax basis of assets and liabilities and the amounts reported in the financial statements. Deferred taxes are recorded using currently enacted tax rates and estimates of state income tax apportionment. Estimates of state income tax apportionment are supported by historical data and reasonable projections. In the third quarter of 2025, WPL entered into an electric service agreement with a customer who expected to build a data center in WPL’s service territory. In the first quarter of 2026, the customer selected an alternative data center location in IPL’s service territory, and as a result, the electric service agreement with WPL was terminated and subsequently renegotiated and executed with IPL. Accordingly, Alliant Energy currently expects a decrease in Wisconsin state income tax apportionment and an increase in Iowa state income tax apportionment, primarily due to the change in projected electric utility revenues at WPL and IPL. Alliant Energy parent company’s deferred tax assets were remeasured to reflect the change in estimated state income tax apportionment, which resulted in a $12 million reduction to income tax expense in Alliant Energy’s income statement and a decrease in deferred tax liabilities on Alliant Energy’s balance sheet in the first quarter of 2026.

NOTE 9. BENEFIT PLANS
NOTE 9(a) Pension and OPEB Plans -
Net Periodic Benefit Costs - The components of net periodic benefit costs for sponsored defined benefit pension and OPEB plans for the three and six months ended June 30 are included below (in millions). For IPL and WPL, amounts are for their plan participants covered under plans they sponsor, as well as amounts directly assigned to them related to certain participants in the Alliant Energy and Corporate Services sponsored plans.
Defined Benefit Pension PlansOPEB Plans
Three MonthsSix MonthsThree MonthsSix Months
Alliant Energy20262025202620252026202520262025
Service cost$1$1$2$2$—$1$—$1
Interest cost111222232244
Expected return on plan assets(14)(14)(28)(27)(1)(2)(2)(3)
Amortization of actuarial loss55911
$3$4$5$9$1$1$2$2
Defined Benefit Pension PlansOPEB Plans
Three MonthsSix MonthsThree MonthsSix Months
IPL20262025202620252026202520262025
Service cost$1$—$1$1$—$—$—$—
Interest cost5510101122
Expected return on plan assets(6)(6)(12)(12)(1)(1)(2)(2)
Amortization of actuarial loss1234
$1$1$2$3$—$—$—$—
Defined Benefit Pension PlansOPEB Plans
Three MonthsSix MonthsThree MonthsSix Months
WPL20262025202620252026202520262025
Service cost$—$1$—$1$—$—$—$—
Interest cost55101011
Expected return on plan assets(6)(6)(12)(12)
Amortization of actuarial loss2245
$1$2$2$4$—$—$1$1

NOTE 9(b) Equity-based Compensation Plans - A summary of compensation expense, including amounts allocated to IPL and WPL, and the related income tax benefits recognized for share-based compensation awards for the three and six months ended June 30 was as follows (in millions):
Alliant EnergyIPLWPL
Three MonthsSix Months Three MonthsSix Months Three MonthsSix Months
202620252026202520262025202620252026202520262025
Compensation expense$10$3$16$7$5$2$8$4$4$1$7$3
Income tax benefits11211

As of June 30, 2026, Alliant Energy’s, IPL’s and WPL’s total unrecognized compensation cost related to share-based compensation awards was $26 million, $13 million and $12 million, respectively, which is expected to be recognized over a weighted average period of between 1 year and 2 years.

21

For the six months ended June 30, 2026, performance shares and restricted stock units were granted to key employees under the equity-based compensation plans as follows. These shares and units will be settled in shares of common stock, and are therefore accounted for as equity awards.
Weighted Average
GrantsGrant Date Fair Value
Performance shares (total shareowner return metric)118,637$75.27
Performance shares (net income metric)118,63770.06
Restricted stock units98,60070.17

For the three and six months ended June 30, 2026, 675,838 shares were included in the calculation of diluted EPS related to the nonvested equity awards.

NOTE 10. DERIVATIVE INSTRUMENTS
Commodity Derivatives -
Notional Amounts - Gross notional amounts and settlement/delivery years related to outstanding swap contracts, option contracts, physical forward contracts and FTRs that were accounted for as commodity derivative instruments were as follows (units in thousands):
ElectricityFTRsNatural Gas
MWhsYearsMWhsYearsDthsYears
June 30, 2026
Alliant Energy1,232 2026-202824,263 2026-2027147,110 2026-2032
IPL726 2026-20289,512 2026-202771,421 2026-2031
WPL506 2026-202714,751 2026-202775,689 2026-2032
December 31, 2025
Alliant Energy1,682 202611,332 2026140,731 2026-2032
IPL634 20264,482 202660,773 2026-2030
WPL1,048 20266,850 202679,958 2026-2032

Financial Statement Presentation - Derivative instruments are recorded at fair value each reporting date on the balance sheets as assets or liabilities as follows (in millions):
Alliant EnergyIPLWPL
June 30,
2026
December 31,
2025
June 30,
2026
December 31,
2025
June 30,
2026
December 31,
2025
Current derivative assets$111$49$79$33$32$16
Non-current derivative assets102061149
Current derivative liabilities38251592316
Non-current derivative liabilities3326622724

During the six months ended June 30, 2026, Alliant Energy’s, IPL’s and WPL’s current derivative assets increased primarily due to new FTRs resulting from the annual FTR auction in the second quarter of 2026 operated by MISO. Based on IPL’s and WPL’s cost recovery mechanisms, the changes in the fair value of derivative liabilities/assets result in comparable changes to regulatory assets/liabilities on the balance sheets.

Credit Risk-related Contingent Features - Various agreements contain credit risk-related contingent features, including requirements to maintain certain credit ratings and/or limitations on liability positions under the agreements based on credit ratings. Certain of these agreements with credit risk-related contingency features are accounted for as derivative instruments. In the event of a material change in creditworthiness or if liability positions exceed certain contractual limits, credit support may need to be provided up to the amount of exposure under the contracts, or the contracts may need to be unwound and underlying liability positions paid. At June 30, 2026 and December 31, 2025, the aggregate fair value of all derivative instruments with credit risk-related contingent features in a net liability position was not materially different than amounts that would be required to be posted as credit support to counterparties by Alliant Energy, IPL or WPL if the most restrictive credit risk-related contingent features for derivative agreements in a net liability position were triggered.

22

Balance Sheet Offsetting - The fair value amounts of derivative instruments subject to a master netting arrangement are not netted by counterparty on the balance sheets. However, if the fair value amounts of derivative instruments by counterparty were netted, derivative assets and derivative liabilities related to commodity contracts would have been presented on the balance sheets as follows (in millions):
Alliant EnergyIPLWPL
GrossGrossGross
(as reported)Net(as reported)Net(as reported)Net
June 30, 2026
Derivative assets$121$114$85$80$36$34
Derivative liabilities716421165048
December 31, 2025
Derivative assets695944402519
Derivative liabilities51411174034

Fair value amounts recognized for the right to reclaim cash collateral (receivable) or the obligation to return cash collateral (payable) are not offset against fair value amounts recognized for derivative instruments executed with the same counterparty under the same master netting arrangement.

NOTE 11. FAIR VALUE MEASUREMENTS
Fair Value of Financial Instruments - The carrying amounts of current assets and current liabilities approximate fair value because of the short maturity of such financial instruments. Carrying amounts and related estimated fair values of other financial instruments were as follows (in millions):
Alliant EnergyJune 30, 2026December 31, 2025
Fair ValueFair Value
CarryingLevelLevelLevelCarryingLevelLevelLevel
Amount123TotalAmount123Total
Assets:
Money market fund investments$— $— $— $— $— $411 $411 $— $— $411 
Commodity derivatives121  18 103 121 69 — 36 33 69 
Interest rate derivatives4  4  4 — — 
Deferred proceeds95   95 95 126 — — 126 126 
Liabilities:
Commodity derivatives71  71  71 51 — 50 51 
Long-term debt (incl. current maturities)11,010  10,650  10,650 12,028 — 11,748 — 11,748 
IPLJune 30, 2026December 31, 2025
Fair ValueFair Value
CarryingLevelLevelLevelCarryingLevelLevelLevel
Amount123TotalAmount123Total
Assets:
Commodity derivatives$85 $— $10 $75 $85 $44 $— $18 $26 $44 
Deferred proceeds95   95 95 126 — — 126 126 
Liabilities:
Commodity derivatives21  21  21 11 — 10 11 
Long-term debt4,732  4,456  4,456 4,680 — 4,445 — 4,445 
WPLJune 30, 2026December 31, 2025
Fair ValueFair Value
CarryingLevelLevelLevelCarryingLevelLevelLevel
Amount123TotalAmount123Total
Assets:
Money market fund investments$— $— $— $— $— $25 $25 $— $— $25 
Commodity derivatives36  8 28 36 25 — 18 25 
Liabilities:
Commodity derivatives50  50  50 40 — 40 — 40 
Long-term debt3,671  3,538  3,538 3,669 — 3,575 — 3,575 

23

Information for fair value measurements using significant unobservable inputs (Level 3 inputs) was as follows (in millions):
Alliant EnergyCommodity Contract Derivative
Assets and (Liabilities), netDeferred Proceeds
Three Months Ended June 302026202520262025
Beginning balance, April 1 $16$9$208$86
Total net gains included in changes in net assets (realized/unrealized)1210
Purchases9150
Sales(3)(1)
Settlements (a)(13)(12)(113)149
Ending balance, June 30
$103$56$95$235
The amount of total net gains for the period included in changes in net assets attributable to the change in unrealized gains relating to assets and liabilities held at June 30
$12$10$—$—
Alliant EnergyCommodity Contract Derivative
Assets and (Liabilities), netDeferred Proceeds
Six Months Ended June 302026202520262025
Beginning balance, January 1$32$25$126$163
Total net gains included in changes in net assets (realized/unrealized)
158
Purchases9150
Sales(3)(1)
Settlements (a)(32)(26)(31)72
Ending balance, June 30
$103$56$95$235
The amount of total net gains for the period included in changes in net assets attributable to the change in unrealized gains relating to assets and liabilities held at June 30
$15$8$—$—
IPLCommodity Contract Derivative
Assets and (Liabilities), netDeferred Proceeds
Three Months Ended June 302026202520262025
Beginning balance, April 1 $13$9$208$86
Total net gains included in changes in net assets (realized/unrealized)
56
Purchases6940
Sales(2)(1)
Settlements (a)(10)(10)(113)149
Ending balance, June 30
$75$44$95$235
The amount of total net gains for the period included in changes in net assets attributable to the change in unrealized gains relating to assets and liabilities held at June 30
$5$6$—$—
IPLCommodity Contract Derivative
Assets and (Liabilities), netDeferred Proceeds
Six Months Ended June 302026202520262025
Beginning balance, January 1$25$20$126$163
Total net gains included in changes in net assets (realized/unrealized)
76
Purchases6940
Sales(2)(1)
Settlements (a)(24)(21)(31)72
Ending balance, June 30
$75$44$95$235
The amount of total net gains for the period included in changes in net assets attributable to the change in unrealized gains relating to assets and liabilities held at June 30
$7$6$—$—
24

WPLCommodity Contract Derivative
Assets and (Liabilities), net
Three Months Ended June 3020262025
Beginning balance, April 1 $3$—
Total net gains included in changes in net assets (realized/unrealized)
74
Purchases2210
Sales(1)
Settlements(3)(2)
Ending balance, June 30
$28$12
The amount of total net gains for the period included in changes in net assets attributable to the change in unrealized gains relating to assets and liabilities held at June 30
$7$4
WPLCommodity Contract Derivative
Assets and (Liabilities), net
Six Months Ended June 3020262025
Beginning balance, January 1$7$5
Total net gains included in changes in net assets (realized/unrealized)82
Purchases2210
Sales(1)
Settlements(8)(5)
Ending balance, June 30
$28$12
The amount of total net gains for the period included in changes in net assets attributable to the change in unrealized gains relating to assets and liabilities held at June 30
$8$2

(a)Settlements related to deferred proceeds are due to the change in the carrying amount of receivables sold less the allowance for expected credit losses associated with the receivables sold and cash amounts received from the receivables sold.

Commodity Contracts - The fair value of FTRs and natural gas commodity contracts categorized as Level 3 was recognized as net derivative assets as follows (in millions):
Alliant EnergyIPLWPL
Excluding FTRsFTRsExcluding FTRsFTRsExcluding FTRsFTRs
June 30, 2026$3$100$3$72$—$28
December 31, 20253293227

NOTE 12. COMMITMENTS AND CONTINGENCIES
NOTE 12(a) Capital Purchase Commitments - Various contractual obligations contain minimum future commitments related to capital expenditures for certain construction projects, including expansion of IPL’s gas generation, IPL’s and WPL’s expansion of energy storage and repowering projects at WPL’s Bent Tree Energy Facility. At June 30, 2026, Alliant Energy’s, IPL’s and WPL’s minimum future commitments for these projects were $278 million, $171 million and $106 million, respectively.

Tariff-Related Costs - In February 2026, the Supreme Court ruled that the International Emergency Economic Powers Act (IEEPA) does not provide the Executive Branch of the U.S. government with authority to impose tariffs, and, in March 2026, the Court of International Trade ordered Customs and Border Protection to refund IEEPA tariffs previously collected. Certain third-party suppliers engaged by IPL and WPL act as importers of record and may be eligible for refunds of tariffs previously paid. Alliant Energy, IPL and WPL are currently evaluating the potential recovery of tariff-related costs, which could reduce amounts previously capitalized as part of the construction of generation and energy storage facilities. Due to uncertainty regarding the eligibility, timing and amount of tariff-related cost recoveries, Alliant Energy, IPL and WPL concluded that recovery is not probable and therefore have not recognized any amounts related to potential tariff cost recoveries as of June 30, 2026.

25

NOTE 12(b) Other Purchase Commitments - Various commodity supply, transportation and storage contracts help meet obligations to provide electricity and natural gas to utility customers. Purchased power commitments primarily relate to minimum payments associated with electric generating capacity agreements. In addition, there are various purchase commitments associated with other goods and services. At June 30, 2026, the related minimum future commitments, excluding amounts for purchased power commitments that do not have minimum thresholds but require payment when electricity is generated by the provider and amounts for future commitments to deliver power to electric customers that do not have current minimum thresholds but will be billed for requirements when power is provided, were as follows (in millions):
Alliant EnergyIPLWPL
Natural gas$1,156$484$672
Coal1628973
Purchased power180180
Other (a)1075525
$1,605$808$770

(a)Includes individual commitments incurred during the normal course of business that exceeded $1 million at June 30, 2026.

NOTE 12(c) Guarantees and Indemnifications -
Whiting Petroleum Corporation (Whiting Petroleum) - In 2004, Alliant Energy sold its remaining interest in Whiting Petroleum, an independent oil and gas company. Alliant Energy Resources, LLC, as the successor to a predecessor entity that owned Whiting Petroleum, and a wholly-owned subsidiary of AEF, has guaranteed the partnership obligations of an affiliate of Whiting Petroleum under multiple general partnership agreements in the oil and gas industry. The guarantees do not include a maximum limit. Based on information made available to Alliant Energy by Whiting Petroleum, the Whiting Petroleum affiliate holds an approximate 6% share in the partnerships, and currently known obligations include costs associated with the future abandonment of certain facilities owned by the partnerships. The general partnerships were formed under California law, and Alliant Energy Resources, LLC may need to perform under the guarantees if the affiliate of Whiting Petroleum is unable to meet its partnership obligations.

Whiting Petroleum previously completed bankruptcy proceedings and business combinations, which substantially reduce the likelihood that Alliant Energy will be obligated to make any payments under these guarantees. As of June 30, 2026, the currently known partnership obligations for the abandonment obligations are estimated at $92 million, which represents Alliant Energy’s currently estimated maximum exposure under the guarantees. Alliant Energy is not currently aware of, nor does it currently expect to incur in the future, any material liabilities related to these guarantees and therefore has not recognized any material liabilities related to these guarantees as of June 30, 2026 and December 31, 2025.

Non-utility Wind Farm in Oklahoma - In 2017, a wholly-owned subsidiary of AEF acquired a cash equity ownership interest in a non-utility wind farm located in Oklahoma. The wind farm provides electricity to a third party under a long-term purchased power agreement (PPA). Alliant Energy provided a parent guarantee of its subsidiary’s indemnification obligations under the related operating agreement and PPA. Alliant Energy’s obligations under the operating agreement were $35 million as of June 30, 2026 and will reduce annually until expiring in July 2047. Alliant Energy’s obligations under the PPA are subject to a maximum limit of $17 million and expire in December 2031, subject to potential extension. Alliant Energy is not aware of any material liabilities related to this guarantee that it is probable that it will be obligated to pay and therefore has not recognized any material liabilities related to this guarantee as of June 30, 2026 and December 31, 2025.

Transfers of Renewable Tax Credits - IPL and WPL have entered into agreements to transfer renewable tax credits from certain wind, solar and energy storage facilities to other corporate taxpayers in exchange for cash. As of June 30, 2026, IPL and WPL provided indemnifications associated with $391 million and $310 million, respectively, of proceeds for renewable tax credits transferred to other corporate taxpayers in the event of an adverse interpretation of tax law, including whether the related tax credits meet the qualification requirements. Alliant Energy, IPL and WPL believe the likelihood of having to make any material cash payments under these indemnifications is remote.

Electric Transmission Infrastructure - IPL and WPL have entered into agreements with their respective electric transmission service providers related to the construction of infrastructure necessary for the data centers that are expected to be built in IPL’s and WPL’s service territories by certain of their customers. If these construction projects were to be terminated prior to the infrastructure being placed in service by the electric transmission service providers, then IPL or WPL must reimburse their respective provider for the related costs incurred to-date. As of June 30, 2026, IPL’s and WPL’s related guarantees were approximately $184 million and $103 million, respectively. Alliant Energy, IPL and WPL are not aware of any material liabilities related to these guarantees that it is probable that they will be obligated to pay and therefore have not recognized any material liabilities related to these guarantees as of June 30, 2026 and December 31, 2025.

26

NOTE 12(d) Environmental Matters -
Manufactured Gas Plant (MGP) Sites - IPL and WPL have current or previous ownership interests in various sites that are previously associated with the production of gas for which IPL and WPL have, or may have in the future, liability for investigation, remediation and monitoring costs. IPL and WPL are working pursuant to the requirements of various federal and state agencies to investigate, mitigate, prevent and remediate, where necessary, the environmental impacts to property, including natural resources, at and around these former MGP sites in order to protect public health and the environment. At June 30, 2026, estimated future costs expected to be incurred for the investigation, remediation and monitoring of the MGP sites, as well as environmental liabilities recorded on the balance sheets for these sites, which are not discounted, were as follows (in millions):
Alliant EnergyIPLWPL
Range of estimated future costs$11 
-
$34$7 
-
$23$4 
-
$11
Current and non-current environmental liabilities$13$8$5

Other Environmental Contingencies - In addition to the environmental liabilities discussed above, various environmental rules are monitored that may have a significant impact on future operations. Several of these environmental rules are subject to legal challenges, reconsideration and/or other uncertainties. Given uncertainties regarding the outcome, timing and compliance plans for these environmental matters, the complete financial impact of each of these rules is not able to be determined; however, future capital investments and/or modifications to EGUs and electric and gas distribution systems to comply with certain of these rules could be significant. Specific current, proposed or potential environmental matters include, among others: Cross-State Air Pollution Rule, Effluent Limitation Guidelines, Coal Combustion Residuals Rule, and various legislation and EPA regulations to monitor and regulate the emission of GHG, including the Clean Air Act.

NOTE 12(e) Collective Bargaining Agreements - At June 30, 2026, employees covered by collective bargaining agreements represented 57%, 73% and 85% of total employees of Alliant Energy, IPL and WPL, respectively. In May 2026, WPL’s collective bargaining agreement with International Brotherhood of Electrical Workers Local 965 expired, representing 29% and 85% of total employees of Alliant Energy and WPL, respectively. While the process to renew the agreement is underway and a tentative agreement has been reached, Alliant Energy and WPL are currently unable to predict the outcome.

NOTE 13. SEGMENTS OF BUSINESS
Alliant Energy’s two reportable segments are IPL and WPL. Certain financial information relating to Alliant Energy’s, IPL’s and WPL’s reportable segments and reconciliation to consolidated amounts, was as follows (in millions):
Utility
TotalAlliant
ReportableEnergy
Three Months Ended June 30, 2026IPLWPLSegmentsOtherConsolidated
Electric utility revenues$431$430$861N/A$861
Gas utility revenues433982N/A82
Other revenues112$2628
Total revenues47547094526971
Electric production fuel and purchased power expense4587132N/A132
Electric transmission service expense9857155N/A155
Cost of gas sold expense221537N/A37
Other operation and maintenance expense1088719514209
Other segment items:
Depreciation and amortization expense119982173220
Interest expense574910637143
Equity income from unconsolidated investments, net(1)(1)(42)(43)
Income tax benefit(33)(6)(39)(13)(52)
Other (a)(6)6
Net income657814327170
Total assets (as of June 30, 2026)
12,87211,04623,9181,40025,318
Investments in equity method subsidiaries (as of June 30, 2026)
42024713737
Construction and acquisition expenditures29327857137608
27

Utility
TotalAlliant
Three Months Ended June 30, 2025
ReportableEnergy
IPLWPLSegmentsOtherConsolidated
Electric utility revenues$418$433$851N/A$851
Gas utility revenues403676N/A76
Other revenues1111$2334
Total revenues46946993823961
Electric production fuel and purchased power expense40110150N/A150
Electric transmission service expense10051151N/A151
Cost of gas sold expense171330N/A30
Other operation and maintenance expense847215612168
Other segment items:
Depreciation and amortization expense115902053208
Interest expense52439529124
Equity income from unconsolidated investments, net(1)(1)(9)(10)
Income tax benefit(37)(5)(42)(1)(43)
Other (a)999
Net income (loss)9887185(11)174
Total assets (as of June 30, 2025)
12,18010,23622,4161,33423,750
Investments in equity method subsidiaries (as of June 30, 2025)
51823622645
Construction and acquisition expenditures25217042261483
Utility
TotalAlliant
ReportableEnergy
Six Months Ended June 30, 2026IPLWPLSegmentsOtherConsolidated
Electric utility revenues$867$881$1,748N/A$1,748
Gas utility revenues166187353N/A353
Other revenues325$4954
Total revenues1,0361,0702,106492,155
Electric production fuel and purchased power expense110191301N/A301
Electric transmission service expense202112314N/A314
Cost of gas sold expense96114210N/A210
Other operation and maintenance expense19516936426390
Other segment items:
Depreciation and amortization expense2391984375442
Interest expense1149721174285
Equity income from unconsolidated investments, net(1)(1)(64)(65)
Income tax benefit(66)(15)(81)(33)(114)
Other (a)(13)10(3)1(2)
Net income15919535440394
Construction and acquisition expenditures4914229131091,022
28

Utility
TotalAlliant
Six Months Ended June 30, 2025
ReportableEnergy
IPLWPLSegmentsOtherConsolidated
Electric utility revenues$848$855$1,703N/A$1,703
Gas utility revenues158158316N/A316
Other revenues24125$4469
Total revenues1,0301,0142,044442,088
Electric production fuel and purchased power expense107218325N/A325
Electric transmission service expense207101308N/A308
Cost of gas sold expense8186167N/A167
Other operation and maintenance expense16913730621327
Other segment items:
Depreciation and amortization expense2301834137420
Interest expense998618558243
Equity income from unconsolidated investments, net(1)(1)(22)(23)
Income tax benefit(77)(10)(87)(4)(91)
Other (a)51621425
Net income (loss)209198407(20)387
Construction and acquisition expenditures628348976891,065

(a)Other segment items for each reportable segment include allowance for funds used during construction (AFUDC), taxes other than income taxes, interest income, and other miscellaneous income and deductions.

NOTE 14. RELATED PARTIES
Service Agreements - Pursuant to service agreements, IPL and WPL receive various administrative and general services from an affiliate, Corporate Services. These services are billed to IPL and WPL at cost based on expenses incurred by Corporate Services for the benefit of IPL and WPL, respectively. These costs consisted primarily of employee compensation and benefits, fees associated with various professional services, depreciation and amortization of property, plant and equipment, and a return on net assets. Corporate Services also acts as agent on behalf of IPL and WPL pursuant to the service agreements. As agent, Corporate Services enters into energy, capacity, ancillary services, and transmission sale and purchase transactions within MISO. Corporate Services assigns such sales and purchases among IPL and WPL based on statements received from MISO. The amounts billed for services provided, sales credited and purchases for the three and six months ended June 30 were as follows (in millions):
IPLWPL
Three MonthsSix Months Three MonthsSix Months
20262025202620252026202520262025
Corporate Services billings$67$50$115$97$66$48$113$95
Sales credited4111225406562
Purchases billed11010720620023163435

Net intercompany payables to Corporate Services were as follows (in millions):
IPLWPL
June 30, 2026December 31, 2025June 30, 2026December 31, 2025
Net payables to Corporate Services$145$135$85$84

ATC - Pursuant to various agreements, WPL receives a range of transmission services from ATC. WPL provides operation, maintenance, and construction services to ATC. WPL and ATC also bill each other for use of shared facilities owned by each party. The related amounts billed between the parties for the three and six months ended June 30 were as follows (in millions):
Three MonthsSix Months
2026202520262025
ATC billings to WPL$44$38$91$76
WPL billings to ATC751611

WPL owed ATC net amounts of $12 million as of June 30, 2026 and $10 million as of December 31, 2025.

29

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This MDA includes information relating to Alliant Energy, and IPL and WPL (collectively, the Utilities), as well as ATC Holdings, AEF and Corporate Services. Where appropriate, information relating to a specific entity has been segregated and labeled as such. The following discussion and analysis should be read in conjunction with the Financial Statements and the Notes included in this report, as well as the financial statements, notes and MDA included in the 2025 Form 10-K. Unless otherwise noted, all “per share” references in MDA refer to earnings per diluted share.

2026 HIGHLIGHTS

Key highlights since the filing of the 2025 Form 10-K include the following:

Customer Investments:
In March 2026, the IUC approved advance rate-making principles for IPL for up to 1,000 MW of new wind generation in Iowa. The rate-making principles approved include a fixed cost cap of $3,020/kilowatt, including AFUDC and transmission costs, among other costs. IPL’s return on common equity will be the same as other assets without advance rate-making principles for the purposes of setting future rates and IPL’s blended return on common equity, which will be updated each year, will be used for IPL’s retail electric earnings sharing mechanism calculation.
In March 2026, WPL filed a certificate of authority application with the PSCW for approval to construct, own and install equipment that will maintain and increase the capacity and efficiency of its Riverside Energy Center. A decision from the PSCW is currently expected in the second quarter of 2027.
In April 2026, IPL filed a certificate of public convenience, use and necessity (GCU Certificate) application with the IUC for approval to construct, own and operate an approximately 720 MW simple-cycle natural gas-fired EGU in Linn County, Iowa. A decision from the IUC is currently expected in the first quarter of 2027.
In May 2026, IPL filed an application for amendment to its GCU Certificate with the IUC for approval to construct, own and operate up to an additional 125 MW of energy storage at the site of its Whispering Willow - North wind farm. The application seeks to increase the energy storage capacity at the site from the 75 MW previously approved to approximately 200 MW. A decision from the IUC is currently expected in the fourth quarter of 2026.
In June 2026, the Neenah Unit 2 and Sheboygan Falls Unit 2 advanced gas path projects were completed, which increased the efficiency and capacity at each of these EGUs.
In July 2026, IPL filed a GCU Certificate application with the IUC for approval to construct, own and operate an approximately 1,200 MW simple-cycle natural gas-fired EGU near the site of its Emery Generating Station, known as the Riverhawk Energy Center. A decision from the IUC is currently expected in the second quarter of 2027.
In July 2026, the PSCW issued an order authorizing WPL to construct, own and operate the Bent Tree North EGU, an approximately 153 MW wind farm.

Rate Matters:
Large Load Tariff – In connection with its June 2026 approval of an individual customer rate (ICR), the PSCW directed WPL to file a large load tariff applicable to all customers with demand requirements of 100 MW or greater. The tariff must be filed before or concurrently with any future request for approval of an electric service agreement with a customer of 100 MW or greater of demand requirements. The large load tariff must specify the rates, terms and conditions applicable to customers meeting the applicable threshold and describe the standards and protections WPL will apply when evaluating electric service agreements with large load growth customers. In addition, customers served under approved ICRs must be treated as a separate customer class for purposes of future cost-of-service studies in WPL’s next retail electric rate review. The requirement to file a large load tariff did not affect the PSCW’s June 2026 approval of the ICR. Refer to “Growing Customer Demand” for additional information regarding the approved ICR.

Growing Customer Demand:
In April 2026, IPL entered into an electric service agreement with a customer, who currently expects to build a data center in IPL’s service territory. This electric service agreement includes contracted peak demand of approximately 370 MW. The actual timing and amount of increases in IPL’s load are subject to various factors, including interconnections and actual customer demand, and any executed or future agreements with customers are not expected to result in immediate increases in load.
In June 2026, the PSCW approved an ICR for a customer who is constructing a data center in WPL’s service territory, subject to certain conditions, including the recognition of demand revenue received prior to WPL’s next retail electric rate review through WPL’s retail electric fuel cost recovery mechanism. Refer to “Rate Matters” for additional information regarding the large load tariff requirements established by the PSCW in connection with its approval of the ICR.

Environmental Matters:
Coal Combustion Residuals (CCR) Rule - In April 2026, the EPA proposed a rule that would significantly reduce the scope of the CCR Rule, which is currently anticipated to be finalized by the end of 2026. Alliant Energy, IPL and WPL continue to evaluate the revised CCR Rule and are unable to predict with certainty the future outcome or impact of these updates, including resolution of ongoing litigation.

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Table of Contents                                    

Effluent Limitation Guidelines and Standards (ELGs) - In May 2026, the EPA proposed changes to the 2024 ELG Rule, which are currently anticipated to be finalized by the end of 2026. The proposed rule would revise discharge limits for specific categories of wastewater from certain existing steam EGUs. If finalized, the revised limitations would be implemented in the wastewater discharge permits issued by state agencies to affected facilities. Alliant Energy, IPL and WPL continue to evaluate the revised 2024 ELG Rule and are unable to predict with certainty the future outcome or impact of these updates, including resolution of ongoing or potential litigation.

Legislative Matters:
In April 2026, the State of Wisconsin enacted 2025 Wisconsin Act 193, which requires utilities to include their capacity costs and revenues in their annual fuel cost plans. The most significant provisions of the legislation for Alliant Energy and WPL are the requirement that fuel cost calculations in approved fuel cost plans account for both the cost of purchasing capacity and the revenue generated from selling it. The legislation applies to fuel cost plans filed on or after January 1, 2027.

RESULTS OF OPERATIONS

Financial Results Overview - The table below includes diluted EPS for Utilities and Corporate Services, ATC Holdings, and Non-utility and Parent, which are non-GAAP financial measures. Alliant Energy believes these non-GAAP financial measures are useful to investors because they facilitate an understanding of performance and trends, and provide additional information about Alliant Energy’s operations on a basis consistent with the measures that management uses to manage its operations and evaluate its performance. Alliant Energy’s net income and diluted EPS attributable to Alliant Energy common shareowners for the three months ended June 30 were as follows (dollars in millions, except per share amounts):
20262025
Income (Loss)EPSIncome (Loss)EPS
Utilities and Corporate Services$148$0.57$190$0.74
ATC Holdings120.05100.04
Non-utility and Parent100.03(26)(0.10)
Alliant Energy Consolidated$170$0.65$174$0.68

Alliant Energy’s Utilities and Corporate Services net income decreased by $42 million for the three-month period, primarily due to higher other operation and maintenance, financing and depreciation expenses, the timing of income taxes and estimated temperature impacts on retail electric and gas sales. These items were partially offset by higher revenue requirements from IPL’s and WPL’s capital investments.

Alliant Energy’s Non-utility and Parent net income increased $36 million for the three-month period, primarily due to higher equity earnings from corporate venture investments and the timing of income taxes, partially offset by higher financing expense.

31

Table of Contents                                    

Net Income Variances - The following items contributed to increased (decreased) net income for the three and six months ended June 30, 2026 compared to the same periods in 2025 (in millions):
Three MonthsSix Months
Alliant EnergyIPLWPLAlliant EnergyIPLWPL
Revenues:
Changes in electric utility (Refer to details below)
$10$13($3)$45$19$26
Changes in gas utility (Refer to details below)
63337829
Changes in other utility (Refer to Note 7 for details)
(9)(10)1(20)(21)1
Changes in non-utility35
Changes in total revenues106167656
Operating expenses:
Changes in electric production fuel and purchased power (Refer to details below)
18(5)2324(3)27
Changes in electric transmission service (Refer to details below)
(4)2(6)(6)5(11)
Changes in cost of gas sold (Refer to details below)
(7)(5)(2)(43)(15)(28)
Changes in other operation and maintenance (Refer to details below)
(41)(24)(15)(63)(26)(32)
Changes in depreciation and amortization (Higher primarily due to energy storage placed in service in 2025)(12)(4)(8)(22)(9)(15)
Changes in taxes other than income taxes(2)(1)(1)(2)(1)(2)
Changes in total operating expenses(48)(37)(9)(112)(49)(61)
Changes in operating income(38)(31)(8)(45)(43)(5)
Other income and deductions:
Changes in interest expense (Higher primarily due to financings completed in 2025)(19)(5)(6)(42)(15)(11)
Changes in equity income from unconsolidated investments, net (Refer to Note 4 for details)
3342
Changes in allowance for funds used during construction (Primarily due to changes in levels of construction work in progress balances related to energy storage and gas generation)8820182
Changes in Other3(1)4916
Changes in total other income and deductions252(2)294(3)
Changes in income before income taxes(13)(29)(10)(16)(39)(8)
Changes in income taxes (Refer to Note 8 for details)
9(4)123(11)5
Changes in net income($4)($33)($9)$7($50)($3)

Electric and Gas Revenues and Sales Summary - Electric and gas revenues (in millions), and MWh and Dth sales (in thousands), for the three and six months ended June 30 were as follows:
Alliant EnergyElectricGas
RevenuesMWhs SoldRevenuesDths Sold
20262025202620252026202520262025
Three Months
Retail$781$7465,9875,926$72$645,8146,114
Sales for resale:
Wholesale3649497651N/AN/AN/AN/A
Bulk power and other31431,0491,176N/AN/AN/AN/A
Transportation/Other13131314101229,95527,159
$861$8517,5467,767$82$7635,76933,273
Six Months
Retail$1,574$1,51812,12412,100$326$29028,29929,936
Sales for resale:
Wholesale71971,0081,342N/AN/AN/AN/A
Bulk power and other83692,6752,554N/AN/AN/AN/A
Transportation/Other20192628272662,76958,165
$1,748$1,70315,83316,024$353$31691,06888,101
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IPLElectricGas
RevenuesMWhs SoldRevenuesDths Sold
20262025202620252026202520262025
Three Months
Retail$420$3953,2753,286$38$332,6022,667
Sales for resale:
Wholesale142161N/AN/AN/AN/A
Bulk power and other31448301N/AN/AN/AN/A
Transportation/Other88785710,26410,295
$431$4183,7323,756$43$4012,86612,962
Six Months
Retail$845$8046,6706,724$151$14213,44214,439
Sales for resale:
Wholesale285343N/AN/AN/AN/A
Bulk power and other112992697N/AN/AN/AN/A
Transportation/Other11141416151622,18922,366
$867$8487,6817,780$166$15835,63136,805
WPLElectricGas
RevenuesMWhs SoldRevenuesDths Sold
20262025202620252026202520262025
Three Months
Retail$361$3512,7122,640$34$313,2123,447
Sales for resale:
Wholesale3635495490N/AN/AN/AN/A
Bulk power and other2842601875N/AN/AN/AN/A
Transportation/Other55665519,69116,864
$430$4333,8144,011$39$3622,90320,311
Six Months
Retail$729$7145,4545,376$175$14814,85715,497
Sales for resale:
Wholesale71691,003999N/AN/AN/AN/A
Bulk power and other72671,6831,857N/AN/AN/AN/A
Transportation/Other951212121040,58035,799
$881$8558,1528,244$187$15855,43751,296

Sales Trends and Temperatures - Alliant Energy’s retail electric sales volumes increased 1% and remained unchanged for the three and six months ended June 30, 2026, respectively, compared to the same periods in 2025, primarily due to higher sales to commercial and industrial customers at WPL, partially offset by changes in temperatures. Alliant Energy’s retail gas sales volumes decreased 5% and 5% for the three and six months ended June 30, 2026, respectively, compared to the same periods in 2025, primarily due to changes in temperatures.

Estimated increases (decreases) to operating income from the impacts of temperatures for the three and six months ended June 30 were as follows (in millions):
ElectricGas
Three MonthsSix Months Three MonthsSix Months
20262025Change20262025Change20262025Change20262025Change
IPL($3)$4($7)($9)$—($9)($1)($1)$—($5)($3)($2)
WPL(6)3(9)(9)(9)(1)(1)(3)(1)(2)
Total Alliant Energy($9)$7($16)($18)$—($18)($2)($1)($1)($8)($4)($4)

Electric Sales for Resale - Alliant Energy’s and IPL’s wholesale sales volumes decreased for the three and six months ended June 30, 2026, respectively, compared to the same periods in 2025, primarily due to the expiration of IPL’s wholesale power agreement with Southern Minnesota Energy Cooperative in 2025.

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Bulk power and other volume changes were due to changes in sales in the wholesale energy markets operated by MISO. These changes are impacted by several factors, including the availability and dispatch of Alliant Energy’s EGUs and electricity demand within these wholesale energy markets. Changes in bulk power and other revenues were largely offset by changes in fuel-related costs, and therefore did not have a significant impact on operating income.

Gas Transportation/Other - Gas transportation/other sales volume changes were largely due to changes in the gas volumes supplied to Alliant Energy’s natural gas-fired EGUs caused by the availability and dispatch of such EGUs.

Electric Utility Revenue Variances - The following items contributed to increased (decreased) electric utility revenues for the three and six months ended June 30, 2026 compared to the same periods in 2025 (in millions):
Three MonthsSix Months
Alliant EnergyIPLWPLAlliant EnergyIPLWPL
Higher revenue requirements (a)$26$—$26$53$—$53
Higher revenues at IPL due to credits on customers’ bills through the tax benefit rider in 2025 (partially offset by changes in wholesale revenues and income taxes)16163434
Higher (lower) sales for resale bulk power and other revenues (b)(12)2(14)1495
Higher revenues at IPL related to changes in recovery amounts for energy efficiency costs through the energy efficiency rider (mostly offset by changes in energy efficiency expense)441010
Lower wholesale revenues at IPL primarily due to lower sales from the expiration of IPL’s wholesale power agreement with Southern Minnesota Energy Cooperative in 2025(14)(14)(28)(28)
Changes in WPL refunds/collections of previous over-/under-collection of retail electric fuel-related costs (offset in electric production fuel and purchased power expenses)(12)(12)(25)(25)
Estimated changes in sales volumes caused by temperatures(16)(7)(9)(18)(9)(9)
Higher (lower) revenues primarily due to changes in retail electric fuel-related costs (Refer to Electric Production Fuel and Purchased Power Expenses Variances below) (a)
34(1)(12)(12)
Lower revenues at IPL due to credits on customers’ bills related to production tax credits through its fuel-related cost recovery mechanism (offset by changes in income taxes)(9)(9)(10)(10)
Other (primarily due to higher temperature-normalized retail sales)24177271314
$10$13($3)$45$19$26

(a)In December 2025, the PSCW issued an order authorizing an annual base rate increase of $69 million for WPL’s retail electric customers, covering the 2026 forward-looking Test Period, which reflects revenue requirement impacts of increasing electric rate base, including wind refurbishment projects, energy storage, existing natural gas-fired EGU improvements and electric distribution investments and lower forecasted fuel-related expenses.
(b)Sales for resale bulk power and other revenues decreased for the three months ended June 30, 2026 compared to the same period in 2025, primarily due to lower volumes and lower prices for electricity sold by WPL to MISO wholesale energy markets. Sales for resale bulk power and other revenues increased for the six months ended June 30, 2026 compared to the same period in 2025, primarily due to higher volumes and higher prices for electricity sold by IPL and WPL to MISO wholesale energy markets. These changes were largely offset by changes in fuel-related costs.

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Gas Utility Revenue Variances - The following items contributed to increased (decreased) gas utility revenues for the three and six months ended June 30, 2026 compared to the same periods in 2025 (in millions):
Three MonthsSix Months
Alliant EnergyIPLWPLAlliant EnergyIPLWPL
Higher revenues due to changes in gas costs (Refer to Cost of Gas Sold Expense Variances below)
$8$6$2$43$15$28
Higher revenue requirements (a)1133
Estimated changes in sales volumes caused by temperatures(1)(1)(4)(2)(2)
Lower revenues at IPL related to changes in recovery amounts for energy efficiency costs through the energy efficiency rider (mostly offset by changes in energy efficiency expense)(3)(3)
Other(2)(3)1(2)(2)
$6$3$3$37$8$29

(a)In December 2025, the PSCW issued an order authorizing an annual base rate increase of $7 million for WPL’s retail gas customers, covering the 2026 forward-looking Test Period, which reflects revenue requirement impacts of increasing gas rate base.

Electric Production Fuel and Purchased Power Expenses Variances - The following items contributed to (increased) decreased electric production fuel and purchased power expenses for the three and six months ended June 30, 2026 compared to the same periods in 2025 (in millions):
Three MonthsSix Months
Alliant EnergyIPLWPLAlliant EnergyIPLWPL
(Higher) lower purchased power expense (a)$11$15($4)$28$29($1)
Changes in WPL refunds/collections of previous over-/under-collection of retail electric fuel-related costs (offset in electric utility revenue)12122525
(Higher) lower electric production fuel costs (b)1349(22)(7)(15)
Changes in regulatory recovery of retail electric fuel-related costs(17)(25)8(4)(24)20
Other(1)1(2)(3)(1)(2)
$18($5)$23$24($3)$27

(a)Purchased power expense decreased for the three and six months ended June 30, 2026 compared to the same periods in 2025, primarily due to lower prices for electricity purchased and lower volumes purchased at IPL.
(b)Electric production fuel costs decreased for the three months ended June 30, 2026 compared to the same period in 2025, primarily due to lower natural gas volumes at IPL and WPL due to lower dispatch of natural gas-fired EGUs and lower coal volumes at WPL due to lower dispatch of coal-fired EGUs, partially offset by higher natural gas prices. Electric production fuel costs increased for the six months ended June 30, 2026 compared to the same period in 2025, primarily due to higher natural gas prices and higher natural gas volumes at WPL due to higher dispatch of natural gas-fired EGUs, partially offset by lower coal volumes at WPL due to lower dispatch of coal-fired EGUs and lower natural gas volumes at IPL due to lower dispatch of natural gas-fired EGUs.

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Electric Transmission Service Expense Variances - The following items contributed to (increased) decreased electric transmission service expense for the three and six months ended June 30, 2026 compared to the same periods in 2025 (in millions):
Three MonthsSix Months
Alliant EnergyIPLWPLAlliant EnergyIPLWPL
Changes in regulatory recovery for the difference between actual electric transmission service costs and those costs used to determine rates$11$11$—$17$17$—
Other (primarily due to changes in transmission service costs provided by third parties)(15)(9)(6)(23)(12)(11)
($4)$2($6)($6)$5($11)

Cost of Gas Sold Expense Variances - The following items contributed to (increased) decreased cost of gas sold expense for the three and six months ended June 30, 2026 compared to the same periods in 2025 (in millions):
Three MonthsSix Months
Alliant EnergyIPLWPLAlliant EnergyIPLWPL
Changes in retail gas volumes and natural gas prices$—($1)$1($45)($22)($23)
Changes in the regulatory recovery of gas costs(8)(5)(3)37(4)
Other11(1)(1)
($7)($5)($2)($43)($15)($28)

Other Operation and Maintenance Expenses Variances - The following items contributed to (increased) decreased other operation and maintenance expenses for the three and six months ended June 30, 2026 compared to the same periods in 2025 (in millions):
Three MonthsSix Months
Alliant EnergyIPLWPLAlliant EnergyIPLWPL
Higher incentive compensation expense($16)($9)($7)($20)($11)($9)
Higher generation and energy delivery expenses(2)(2)(19)(8)(11)
Higher energy efficiency expense at IPL (mostly offset by higher revenues)(5)(5)(9)(9)
Other (18)(8)(8)(15)2(12)
($41)($24)($15)($63)($26)($32)

LIQUIDITY AND CAPITAL RESOURCES

The liquidity and capital resources summary included in the 2025 Form 10-K has not changed materially, except as described below.

Liquidity Position - At June 30, 2026, Alliant Energy had $25 million of cash and cash equivalents, $542 million ($152 million at the parent company, $173 million at IPL and $217 million at WPL) of available capacity under the single revolving credit facility and no available capacity at IPL under its sales of accounts receivable program.

Capital Structure - The following table shows financial capital structures as of June 30, 2026, as well as an adjusted capitalization structure that Alliant Energy believes is consistent with how a majority of the rating agencies currently view its junior subordinated notes (in millions):
Alliant EnergyIPLWPL
ActualAdjusted (a)ActualActual
Common equity$7,529 $7,892 $5,073 $4,561 
Long-term debt (including current maturities)11,010 10,647 4,732 3,671 
Short-term debt1,108 1,108 77 83 
Total capitalization$19,647 $19,647 $9,882 $8,315 
Total debt$12,118 $11,755 $4,809 $3,754 
Ratio of debt to total capitalization62 %60 %49 %45 %

(a)The long-term debt component of Alliant Energy’s financial capital structure includes junior subordinated notes classified as “Long-term debt, net” on Alliant Energy’s balance sheet. The adjusted presentation attributes 50% of the junior subordinated notes to common equity and 50% to long-term debt, to align with the debt-to-capital ratio used by the majority of rating agencies. The non-GAAP adjusted presentation reflecting this treatment is useful and relevant to investors in understanding how management and the rating agencies evaluate Alliant Energy’s capital structure.

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Cash Flows - Selected information from the cash flows statements was as follows (in millions):
Alliant EnergyIPLWPL
202620252026202520262025
Cash, cash equivalents and restricted cash, January 1$556$81$7$29$37$51
Cash flows from (used for):
Operating activities481492140108355337
Investing activities(795)(894)(242)(441)(451)(362)
Financing activities(217)65010750871(16)
Net increase (decrease)(531)2485175(25)(41)
Cash, cash equivalents and restricted cash, June 30
$25$329$12$204$12$10

Operating Activities - The following items contributed to increased (decreased) operating activity cash flows for the six months ended June 30, 2026 compared to the same period in 2025 (in millions):
Alliant EnergyIPLWPL
Changes in interest payments($54)($18)($9)
Timing of WPL’s fuel-related cost recoveries from retail electric customers(45)(45)
Lower wholesale revenues at IPL primarily due to lower sales from the expiration of IPL’s wholesale power agreement with Southern Minnesota Energy Cooperative in 2025(28)(28)
Decreased collections from IPL’s and WPL’s retail customers caused by temperature impacts on electric and gas sales(22)(11)(11)
Timing of intercompany payments and receipts227
Higher collections from WPL’s retail electric and gas base rate increases5656
Changes in the sales of accounts receivable at IPL3737
Higher collections from IPL’s retail customers due to credits on customers’ bills related to the tax benefit rider in 20253434
Changes in income taxes paid/received (a)511(27)
Other (primarily due to other changes in working capital)6527
($11)$32$18

(a)Refer to the cash flows statements for details of renewable tax credits transferred to other corporate taxpayers during the six months ended June 30, 2026 and 2025.

Investing Activities - The following items contributed to increased (decreased) investing activity cash flows for the six months ended June 30, 2026 compared to the same period in 2025 (in millions):
Alliant EnergyIPLWPL
Changes in the amount of cash receipts on sold receivables$66$66$—
Lower (higher) utility construction and acquisition expenditures (a)63137(74)
Higher non-utility construction and acquisition expenditures(20)
Other(10)(4)(15)
$99$199($89)

(a)Largely due to lower expenditures for IPL’s energy storage and refurbishment of existing wind farms, partially offset by higher expenditures for WPL’s refurbishment of existing wind farms.

Financing Activities - The following items contributed to increased (decreased) financing activity cash flows for the six months ended June 30, 2026 compared to the same period in 2025 (in millions):
Alliant EnergyIPLWPL
Lower net proceeds from issuance of long-term debt($1,162)($594)$—
Higher payments to retire long-term debt(1,075)
Changes in common stock dividends(13)10010
Higher capital contributions from IPL’s and WPL’s parent company, Alliant Energy5100
Net changes in the amount of commercial paper outstanding93689(26)
Higher proceeds from issuance of other short-term borrowings400
Higher net proceeds from common stock issuances58
Other (11)(1)3
($867)($401)$87

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Common Stock Issuances - Refer to Note 5 for discussion of common stock issuances by Alliant Energy in 2026 and Alliant Energy’s at-the-market offering programs.

Short-term Debt - Refer to Note 6(a) for discussion of Alliant Energy’s term loan credit agreement entered into in 2026.

Long-term Debt - Refer to Note 6(b) for discussion of issuances and/or retirements of long-term debt by Alliant Energy, AEF and IPL in 2026.

Impact of Credit Ratings on Liquidity and Collateral Obligations -
Ratings Triggers - In March 2026, Standard & Poor’s Ratings Services changed certain IPL credit ratings, which are not expected to have a material impact on Alliant Energy’s and IPL’s liquidity or collateral obligations. Alliant Energy’s, IPL’s and WPL’s current credit ratings and outlooks are as follows:
Standard & Poor’s Ratings Services
Alliant Energy:Corporate/issuerBBB+
Commercial paperA-2
Senior unsecured long-term debtBBB
OutlookStable
IPL:Corporate/issuerA-
Commercial paperA-2
Senior unsecured long-term debtA-
OutlookStable
WPL:Corporate/issuerA-
Commercial paperA-2
Senior unsecured long-term debtA-
OutlookStable

Off-Balance Sheet Arrangements and Certain Financial Commitments - A summary of Alliant Energy’s and IPL’s off-balance sheet arrangements and Alliant Energy’s, IPL’s and WPL’s contractual obligations is included in the 2025 Form 10-K and has not changed materially from the items reported in the 2025 Form 10-K, except for the items described in Notes 3, 6 and 12.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Quantitative and Qualitative Disclosures About Market Risk are reported in the 2025 Form 10-K and have not changed materially.

ITEM 4. CONTROLS AND PROCEDURES

Alliant Energy’s, IPL’s and WPL’s management evaluated, with the participation of each of Alliant Energy’s, IPL’s and WPL’s Chief Executive Officer, Chief Financial Officer and Disclosure Committee, the effectiveness of the design and operation of Alliant Energy’s, IPL’s and WPL’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934, as amended) as of June 30, 2026 pursuant to the requirements of the Securities Exchange Act of 1934, as amended. Based on their evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that Alliant Energy’s, IPL’s and WPL’s disclosure controls and procedures were effective as of the quarter ended June 30, 2026.

There was no change in Alliant Energy’s, IPL’s and WPL’s internal control over financial reporting that occurred during the quarter ended June 30, 2026 that has materially affected, or is reasonably likely to materially affect, Alliant Energy’s, IPL’s or WPL’s internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None. SEC regulations require Alliant Energy, IPL and WPL to disclose information about certain proceedings arising under federal, state or local environmental provisions when a governmental authority is a party to the proceedings and such proceedings involve potential monetary sanctions that Alliant Energy, IPL and WPL reasonably believe will exceed a specified threshold. Pursuant to the SEC regulations, Alliant Energy, IPL and WPL use a threshold of $1 million for purposes of determining whether disclosure of any such proceedings is required. Applying this threshold, there are no environmental matters to disclose for this period.

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Table of Contents                                    

ITEM 1A. RISK FACTORS

The risk factors described in Item 1A in the 2025 Form 10-K have not changed materially.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

A summary of Alliant Energy common stock repurchases for the quarter ended June 30, 2026 was as follows:

Total NumberAverage PriceTotal Number of SharesMaximum Number (or Approximate
of SharesPaid PerPurchased as Part ofDollar Value) of Shares That May
PeriodPurchased (a)SharePublicly Announced PlanYet Be Purchased Under the Plan (a)
April 1 through April 305,201$73.10N/A
May 1 through May 312,63970.91N/A
June 1 through June 30772.94N/A
7,84772.36

(a)All shares were purchased on the open market and held in a rabbi trust under the Alliant Energy Deferred Compensation Plan. There is no limit on the number of shares of Alliant Energy common stock that may be held under the Deferred Compensation Plan, which currently does not have an expiration date.

ITEM 5. OTHER INFORMATION

During the quarter ended June 30, 2026, no director or officer of Alliant Energy, IPL or WPL adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

Amended and Restated Bylaws

On July 29, 2026, the Board of Directors (the “Board”) of Alliant Energy Corporation (the “Company”) approved an amendment and restatement, effective July 31, 2026 (the “Amendment and Restatement”), of the Amended and Restated Bylaws of the Company, dated November 8, 2022 (the “Bylaws”).

The Amendment and Restatement amends Section 4.4 of the Bylaws to remove provisions relating to (i) the age following which directors are not eligible to be re-elected to the Board and (ii) the process by which a director must provide notice and tender a resignation to the Board following a change in employment, with such topics instead addressed within the Company’s Corporate Governance Guidelines, which are available on the Company’s investor website.

The Amendment and Restatement also amends Section 6.1 of the Bylaws to update the officers required to be elected by the Board to a specified list of officers identified in the Bylaws, together with any executive officers of the Company as defined by the rules and regulations of the Securities and Exchange Commission. Additionally, the Amendment and Restatement contains amendments to Section 6.3 and 6.6, in order to conform to the changes in Section 6.1.

The foregoing description of the Amendment and Restatement does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, effective July 31, 2026, which is filed as Exhibit 3.1 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.

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ITEM 6. EXHIBITS

The following Exhibits are filed herewith or incorporated herein by reference.
Exhibit NumberDescription
3.1
3.2
3.3
31.1
31.2
31.3
31.4
31.5
31.6
32.1
32.2
32.3
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, Alliant Energy Corporation, Interstate Power and Light Company and Wisconsin Power and Light Company have each duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on the 31st day of July 2026.

ALLIANT ENERGY CORPORATION
Registrant
By: /s/ Dylan M. Syse
Chief Accounting Officer and Controller
Dylan M. Syse(Principal Accounting Officer and Authorized Signatory)
INTERSTATE POWER AND LIGHT COMPANY
Registrant
By: /s/ Dylan M. Syse
Chief Accounting Officer and Controller
Dylan M. Syse(Principal Accounting Officer and Authorized Signatory)
WISCONSIN POWER AND LIGHT COMPANY
Registrant
By: /s/ Dylan M. Syse
Chief Accounting Officer and Controller
Dylan M. Syse(Principal Accounting Officer and Authorized Signatory)

40
Exhibit 3.1
AMENDED AND RESTATED BYLAWS
OF
ALLIANT ENERGY CORPORATION
Effective as of July 31, 2026

ARTICLE I
OFFICES
Section 1.1    PRINCIPAL AND BUSINESS OFFICES. - The Corporation may have such principal and other business offices, either within or without the State of Wisconsin, as the Board of Directors may designate or as the business of the Corporation may require from time to time.
Section 1.2    REGISTERED OFFICE. - The registered office of the Corporation required by the Wisconsin Business Corporation Law to be maintained in the State of Wisconsin may be, but need not be, identical with the principal office in the State of Wisconsin, and the address of the registered office may be changed from time to time by the Board of Directors or by the registered agent. The business office of the registered agent of the Corporation shall be identical to such registered office.
ARTICLE II
SEAL
Section 2.1    CORPORATE SEAL. - The corporate seal shall have inscribed thereon the name of the Corporation and the words “CORPORATE SEAL, WISCONSIN.” Said seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced.
ARTICLE III
SHAREOWNERS
Section 3.1    ANNUAL MEETING. - The annual meeting of the shareowners (the "Annual Meeting") shall be held at such date and time as the Board of Directors may determine. In fixing a meeting date for any Annual Meeting, the Board of Directors may consider such factors as it deems relevant within the good faith exercise of its business judgment. At each Annual Meeting, the shareowners shall elect that number of directors equal to the number of directors in the class whose term expires at the time of such meeting. At any such Annual Meeting, only other business properly brought before the meeting in accordance with Section 3.14 of these Bylaws may be conducted. If the election of directors shall not be held on the date fixed as herein provided, for any Annual Meeting, or any adjournment thereof, the Board of Directors shall cause the election to be held at a special meeting of shareowners (a "Special Meeting") as soon thereafter as is practicable.
Section 3.2    SPECIAL MEETINGS. - A Special Meeting may be called only by (i) the Board of Directors or (ii) the Chief Executive Officer and shall be called by the Chief Executive Officer upon the demand, in accordance with this Section 3.2, of the holders of record of shares representing at least 10% of all the votes entitled to be cast on any issue proposed to be considered at the Special Meeting.
(a)In order that the Corporation may determine the shareowners entitled to demand a Special Meeting, the Board of Directors may fix a record date to determine the shareowners entitled to make such a demand (the "Demand Record Date"). The Demand Record Date shall not precede the date upon which the resolution fixing the Demand Record Date is adopted by the Board of Directors and shall not be more than ten days after the date upon which the resolution fixing the Demand Record Date is adopted by the Board of Directors. Any shareowner of record seeking to have shareowners demand a Special Meeting shall, by sending written notice to the Corporate Secretary of the Corporation by hand or by certified or registered mail, return receipt requested, request the Board of Directors to fix a Demand Record Date. The Board of Directors shall promptly, but in all events within ten days after the date on which a valid request to fix a Demand Record Date is received, adopt a resolution fixing the Demand Record Date and shall make a public announcement of such Demand Record Date. If no Demand Record Date has been fixed by the Board of Directors within ten days after the date on which such request is received by the Corporate Secretary, the Demand Record Date shall be the 10th day after the first date on which a valid written request to set a Demand Record Date is received by the Corporate Secretary. To be valid, such written request shall set forth the purpose or purposes for which the Special Meeting is to be held, shall be signed by each requesting shareowner of record (or their duly authorized proxies), shall bear the date of signature of each such shareowner (or proxy) and shall set forth all information about each such shareowner and about the beneficial owner or owners, if any, on whose behalf the request is made that would be required to be set forth in a shareowner's notice described in paragraph (a)(ii) of Section 3.14 of these Bylaws.
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(b)In order for a shareowner or shareowners to demand a Special Meeting, a written demand or demands for a Special Meeting by the holders of record as of the Demand Record Date of shares representing at least 10% of all the votes entitled to be cast on any issue proposed to be considered at the Special Meeting must be delivered to the Corporation. To be valid, each written demand by a shareowner for a Special Meeting shall set forth the specific purpose or purposes for which the Special Meeting is to be held (which purpose or purposes shall be limited to the purpose or purposes set forth in the written request to set a Demand Record Date received by the Corporation pursuant to paragraph (a) of this Section 3.2), shall be signed by each person who as of the Demand Record Date are shareowners of record (or their duly authorized proxies), shall bear the date of signature of each such shareowner (or proxy), and shall set forth the name and address, as they appear in the Corporation's books, of each shareowner signing such demand and the class and number of shares of the Corporation which are owned of record and beneficially by each such shareowner, shall be sent to the Corporate Secretary by hand or by certified or registered mail, return receipt requested, and shall be received by the Corporate Secretary within seventy days after the Demand Record Date.
(c)The Corporation shall not be required to call a Special Meeting upon shareowner demand unless, in addition to the documents required by paragraph (b) of this Section 3.2, the Corporate Secretary receives a written agreement signed by each Soliciting Shareowner (as defined below), pursuant to which each Soliciting Shareowner, jointly and severally, agrees to pay the Corporation's costs of holding the Special Meeting, including the costs of preparing and mailing Proxy materials for the Corporation's own solicitation, provided that if each of the resolutions introduced by any Soliciting Shareowner at such meeting is adopted, and each of the individuals nominated by or on behalf of any Soliciting Shareowner for election as a director at such meeting is elected, then the Soliciting Shareowners shall not be required to pay such costs. For purposes of this paragraph (c), the following terms shall have the meanings set forth below:
(i)"Affiliate" of any Person (as defined herein) shall mean any Person controlling, controlled by or under common control with such first Person.
(ii)"Participant" shall have the meaning assigned to such term in Rule 14a-12 promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
(iii)"Person" shall mean any individual, firm, corporation, partnership, joint venture, association, trust, unincorporated organization or other entity.
(iv)"Proxy" shall have the meaning assigned to such term in Rule 14a-1 promulgated under the Exchange Act.
(v)"Solicitation" shall have the meaning assigned to such term in Rule 14a-1 promulgated under the Exchange Act.
(vi)"Soliciting Shareowner" shall mean, with respect to any Special Meeting demanded by a shareowner or shareowners, any of the following Persons:
(A)    if the number of shareowners signing the demand or demands of meeting delivered to the Corporation pursuant to paragraph (b) of this Section 3.2 is ten or fewer, each shareowner signing any such demand;
(B)    if the number of shareowners signing the demand or demands of meeting delivered to the Corporation pursuant to paragraph (b) of this Section 3.2 is more than ten, each Person who either (I) was a Participant in any Solicitation of such demand or demands or (II) at the time of the delivery to the Corporation of the documents described in paragraph (b) of this Section 3.2 had engaged or intends to engage in any Solicitation of Proxies for use at such Special Meeting (other than a Solicitation of Proxies on behalf of the Corporation); or
(C)    any Affiliate of a Soliciting Shareowner, if a majority of the directors then in office determine, reasonably and in good faith, that such Affiliate should be required to sign the written notice described in paragraph (b) of this Section 3.2 and/or the written agreement described in this paragraph (c) in order to prevent the purposes of this Section 3.2 from being evaded.

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(d)    Except as provided in the following sentence, any Special Meeting shall be held at such hour and day as may be designated by whichever of the Board of Directors or the Chief Executive Officer shall have called such meeting. In the case of any Special Meeting called by the Chief Executive Officer upon the demand of shareowners (a "Demand Special Meeting"), such meeting shall be held at such hour and day as may be designated by the Board of Directors; provided, however, that the date of any Demand Special Meeting shall be not more than seventy days after the Meeting Record Date (as defined in Section 3.6 hereof); and provided further that in the event that the directors then in office fail to designate an hour and date for a Demand Special Meeting within ten days after the date that valid written demands for such meeting by the holders of record as of the Demand Record Date of shares representing at least 10% of all the votes entitled to be cast on each issue proposed to be considered at the Special Meeting are delivered (as determined in according with paragraph (c) of this Section 3.2) to the Corporation (the "Delivery Date"), then such meeting shall be held at 2:00 P.M. local time on the 100th day after the Delivery Date or, if such 100th day is not a Business Day (as defined below), on the first preceding Business Day. In fixing a meeting date for any Special Meeting, the Board of Directors or the Chief Executive Officer may consider such factors as it or the Chief Executive Officer deems relevant within the good faith exercise of its or the Chief Executive Officer’s business judgment, including, without limitation, the nature of the action proposed to be taken, the facts and circumstances surrounding any demand for such meeting, and any plan of the Board of Directors to call an Annual Meeting or a Special Meeting for the conduct of related business.
(e)    The Corporation may engage regionally or nationally recognized independent inspectors of elections to act as an agent of the Corporation for the purpose of promptly performing a ministerial review of the validity of any purported written demand or demands for a Special Meeting received by the Corporate Secretary. For the purpose of permitting the inspectors to perform such review, no purported demand shall be deemed to have been delivered to the Corporation until the earlier of (i) five Business Days following receipt by the Corporate Secretary of such purported demand and (ii) such date as the independent inspectors certify to the Corporation that the valid demands received by the Corporate Secretary represent at least 10% of all the votes entitled to be cast on each issue proposed to be considered at the Special Meeting. Nothing contained in this paragraph (e) shall in any way be construed to suggest or imply that the Board of Directors or any shareowner shall not be entitled to contest the validity of any demand, whether during or after such five Business Day period, or to take any other action (including, without limitation, the commencement, prosecution or defense of any litigation with respect thereto).
(f)    For purposes of these Bylaws, "Business Day" shall mean any day other than a Saturday, a Sunday or a day on which banking institutions in the State of Wisconsin are authorized or obligated by law or executive order to close.
(g)    Compliance with the requirements of this Section 3.2(a), (b) and (c) shall be determined in good faith by the Board of Directors in its sole and absolute discretion, which determination shall be conclusive and binding on the Corporation and the shareowners.
Section 3.3    PLACE OF MEETING; USE OF REMOTE COMMUNICATIONS.
(a)    Subject to paragraph (b) below, the Board of Directors or the Chief Executive Officer may designate any place, either within or without the State of Wisconsin, as the place for any Annual Meeting or any Special Meeting, or for any postponement thereof, and if no designation is made, the place of meeting shall be the principal office of the Corporation. Any meeting may be adjourned to reconvene at any place designated by vote of the Board of Directors or determined by the Chief Executive Officer.
(b)    The Board of Directors, may, in its sole discretion, determine that any Annual Meeting or any Special Meeting shall not be held at any place, but may instead be held solely by means of remote communication. The Board of Directors may also determine, in its sole discretion, that shareowners and proxies of shareowners not physically present at the designated place of any Annual Meeting or any Special Meeting may participate in the meeting by means of remote communication.

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Section 3.4    NOTICE OF MEETINGS - Written notice stating the date, time, place (if any) and the means of remote communications (if any) of any meeting of shareowners shall be delivered not less than ten days nor more than sixty days before the date of the meeting (unless a different time period is provided by the Wisconsin Business Corporation Law or the Articles of Incorporation), by or at the direction of the Chief Executive Officer or the Corporate Secretary, to each shareowner of record entitled to vote at such meeting (other than a shareowner that the Corporation is not required to give such notice to under the Wisconsin Business Corporation Law) and to such other persons as required by the Wisconsin Business Corporation Law. In the event of any Demand Special Meeting, such notice of meeting shall be sent not more than thirty days after the Delivery Date (as determined in accordance with Section 3.12(c) of these Bylaws). Unless otherwise required by the Wisconsin Business Corporation Law or the Articles of Incorporation, a notice of an Annual Meeting need not include a description of the purpose for which the meeting is called. In the case of any Special Meeting, (i) the notice of meeting shall describe any business that the Board of Directors shall have theretofore determined to bring before the meeting and (ii) in the case of a Demand Special Meeting, the notice of meeting (A) shall describe any business set forth in the statement of purpose of the demands received by the Corporation in accordance with Section 3.2 of these Bylaws and (B) shall contain all of the information required in the notice received by the Corporation in accordance with Section 3.14(b) of these Bylaws, to the extent permitted by law. If an Annual Meeting or Special Meeting is adjourned to a different date, time or place, or will be held by a new means of remote communication, the Corporation shall not be required to give notice of the new date, time, place or means of remote communication if the new date, time, place or means of remote communication is announced at the meeting before adjournment; provided, however, that if a new Meeting Record Date for an adjourned meeting is or must be fixed, the Corporation shall give notice of the adjourned meeting to persons who are shareowners as of the new Meeting Record Date.
Section 3.5    WAIVER OF NOTICE - A shareowner may waive any notice required by the Wisconsin Business Corporation Law, the Articles of Incorporation or these Bylaws before or after the date and time stated in the notice. The waiver shall be in writing and signed by the shareowner entitled to the notice, contain the same information that would have been required in the notice under applicable provisions of the Wisconsin Business Corporation Law (except that the time and place of meeting need not be stated) and be delivered to the Corporation for inclusion in the corporate records. A shareowner's attendance at any Annual Meeting or Special Meeting, whether physical or remote, in person or by proxy, waives objection to all of the following: (a) lack of notice or defective notice of the meeting, unless the shareowner at the beginning of the meeting or promptly upon arrival objects to holding the meeting or transacting business at the meeting; and (b) consideration of a particular matter at the meeting that is not within the purpose described in the meeting notice, unless the shareowner objects to considering the matter when it is presented.
Section 3.6    FIXING OF RECORD DATE. - The Board of Directors may fix in advance a date not less than ten days and not more than seventy days prior to the date of an Annual Meeting or Special Meeting as the record date for the determination of shareowners entitled to notice of, or to vote at, such meeting (the "Meeting Record Date"). In the case of any Demand Special Meeting, (i) the Meeting Record Date shall be not later than the 30th day after the Delivery Date and (ii) if the Board of Directors fails to fix the Meeting Record Date within thirty days after the Delivery Date, then the close of business on such 30th day shall be the Meeting Record Date. The shareowners of record on the Meeting Record Date shall be the shareowners entitled to notice of and to vote at the meeting. Except as provided by the Wisconsin Business Corporation Law for a court-ordered adjournment, a determination of shareowners entitled to notice of and to vote at an Annual Meeting or Special Meeting is effective for any adjournment of such meeting unless the Board of Directors fixes a new Meeting Record Date, which it shall do if the meeting is adjourned to a date more than 120 days after the date fixed for the original meeting. The Board of Directors may also fix in advance a date as the record date for the purpose of determining shareowners entitled to take any other action or determining shareowners for any other purpose. Such record date shall be not more than seventy days prior to the date on which the particular action, requiring such determination of shareowners, is to be taken. The record date for determining shareowners entitled to a distribution (other than a distribution involving a purchase, redemption or other acquisition of the Corporation's shares) or a share dividend is the date on which the Board of Directors authorizes the distribution or share dividend, as the case may be, unless the Board of Directors fixes a different record date.
Section 3.7    SHAREOWNER LIST. To the extent required by the Wisconsin Business Corporation Law, the Corporation shall have available, beginning two (2) business days after the notice of the meeting is given for which the list was prepared and continuing to the date of the meeting, a complete record of each shareowner entitled to vote at such meeting, or any adjournment thereof, showing the address of and number of shares held by each shareowner. To the extent required by the Wisconsin Business Corporation Law, the shareowner list shall be available for inspection by any shareowner during normal business hours at the Corporation’s principal office or at a place identified in the meeting notice in the city where the meeting will be held, or on a reasonably accessible electronic network if the information required to gain access to the list is provided with the notice of the meeting. The Corporation shall, to the extent required by the Wisconsin Business Corporation Law, make the shareowners’ list available at the meeting and any shareowner or a designated agent or attorney may inspect the list at any time during the meeting or any adjournment thereof. If the meeting is held solely by means of remote communication, any required list shall be open to examination of any shareowner during the entire time of the meeting on a reasonably accessible electronic network, and information required to access the list shall be provided with the notice of the meeting.

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Section 3.8    QUORUM AND VOTING REQUIREMENTS.
(a)Shares entitled to vote as a separate voting group may take action on a matter at any Annual Meeting or Special Meeting only if a quorum of those shares exists with respect to that matter. If the Corporation has only one class of stock outstanding, such class shall constitute a separate voting group for purposes of this Section 3.8. Except as otherwise provided in the Articles of Incorporation or the Wisconsin Business Corporation Law, a majority of the votes entitled to be cast on the matter shall constitute a quorum of the voting group for action on that matter. Once a share is represented for any purpose at any Annual Meeting or Special Meeting, other than for the purpose of objecting to holding the meeting or transacting business at the meeting, it is considered present for purposes of determining whether a quorum exists for the remainder of the meeting and for any adjournment of that meeting unless a new Meeting Record Date is or must be set for the adjourned meeting. If a quorum exists, action on a matter shall be approved if the votes cast within the voting group favoring the action exceed the votes cast opposing the action, unless the Articles of Incorporation or the Wisconsin Business Corporation Law requires a greater number of affirmative votes.
(b)At any Annual Meeting or Special Meeting for the election of Directors at which a quorum is present, in a non-contested election, Directors shall be elected by a majority of the votes cast by the shares entitled to vote in the election of Directors with respect to that Director’s election. For purposes of this Section 3.8(b), a majority of votes cast shall mean that the number of votes cast “for” a Director’s election exceeds the number of votes cast “against” with respect to that Director’s election. Abstentions and broker non-votes will not be counted as votes cast with respect to that Director’s election.
At any Annual Meeting or Special Meeting for the election of Directors at which a quorum is present, in a contested election, Directors shall be elected by a plurality of the votes cast by the shares entitled to vote in the election of Directors. An election shall be considered contested if, as of the last day on which a shareowner may propose the nomination of a Director for election pursuant to these Bylaws, there are more nominees than positions on the Board of Directors to be filled by election at the Annual Meeting or Special Meeting.
In the event that an incumbent Director fails to receive a majority of the votes cast in a non-contested election, such Director shall tender a resignation to the Chair of the Board promptly following final certification of the shareowner vote. The Nominating and Governance Committee shall consider such resignation and make a recommendation to the Board as to whether to accept or reject the tendered resignation, or whether other action should be taken. The Board shall consider whether to accept or reject the tendered resignation, taking into account the Nominating and Governance Committee’s recommendation and all other factors deemed relevant, and publicly disclose (by a press release, a filing with the SEC or other broadly disseminated means of communication) its decision regarding the tendered resignation within 90 days from the date of final certification of the shareowner vote. The Director who has tendered a resignation pursuant to this provision shall not participate in the Nominating and Governance Committee’s or the Board’s deliberations or decision with respect to such Director’s tendered resignation.
(c)The Board of Directors acting by resolution may postpone and reschedule any previously scheduled Annual Meeting or Special Meeting; provided, however, that a Demand Special Meeting shall not be postponed or rescheduled beyond the 100th day following the Delivery Date. Any Annual Meeting or Special Meeting may be adjourned from time to time, whether or not there is a quorum, (i) at any time, upon a resolution by shareowners if the votes cast in favor of such resolution by the holders of shares of each voting group entitled to vote on any matter theretofore properly brought before the meeting exceed the number of votes cast against such resolution by the holders of shares of each such voting group or (ii) at any time prior to the transaction of any business at such meeting, by the chair of the meeting or pursuant to a resolution of the Board of Directors. No notice of the time, place or means of remote communication of adjourned meetings need be given except as required by the Wisconsin Business Corporation Law. At any adjourned meeting at which a quorum shall be present or represented, any business may be transacted which might have been transacted at the meeting as originally notified.

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Section 3.9    CONDUCT OF MEETING. - The Chair of the Board shall preside at each meeting of shareowners. In the absence of the Chair of the Board, such persons, in the following order, shall act as chair of the meeting: the Chief Executive Officer, the President, any Vice President, and the Director in attendance with the longest tenure in that office. The Corporate Secretary of the Corporation or, if such person is absent, an Assistant Corporate Secretary of the Corporation or other person appointed by the chair of the meeting shall act as secretary of each shareowner meeting. The Board of Directors may, to the extent not prohibited by law, adopt by resolution such rules and regulations for the conduct of an Annual Meeting or Special Meeting as it shall deem appropriate. Except to the extent inconsistent with such rules and regulations as adopted by the Board of Directors, the chair of the meeting shall have the right and authority to prescribe such rules, regulations or procedures and to do such acts as, in the judgment of the chair of the meeting, are appropriate for the proper conduct of an Annual Meeting or Special Meeting. Such rules, regulations or procedures, whether adopted by the Board of Directors or prescribed by the chair of the meeting, may to the extent not prohibited by law include, without limitation, the following: (a) the establishment of an agenda or order of business for the meeting and time of adjournment of the meeting; (b) rules and procedures for maintaining order at the meeting and the safety of those present; (c) limitations on attendance at or participation in the meeting to shareowners of record of the corporation, their duly authorized and constituted proxies (which shall be reasonable in number) or such other persons as the chair of the meeting shall determine; (d) restrictions on entry to the meeting after the time fixed for the commencement thereof; (e) limitations on the time allotted to questions or comments by participants; (f) rules and procedures regarding the execution of election ballots before or after the time fixed for the commencement of the meeting; (g) the appointment of an inspector of election or an officer or agent of the Corporation authorized to tabulate votes; and (h) rules and procedures to facilitate the conduct of, and participation in, the meeting by electronic means. The chair of the meeting shall determine and announce at the meeting the time at which the polls will close for each matter voted up at the meeting. Determinations by the chair of the meeting related to enforcement of rules, regulations or procedures shall be conclusive and binding on the Corporation and the shareowners.
Section 3.10    PROXIES. – At any Annual Meeting or Special Meeting, a shareowner entitled to vote may vote their shares in person or by proxy. A shareowner entitled to vote at an Annual Meeting or Special Meeting may authorize another person to act for the shareowner by appointing the person as proxy. Without limiting the manner in which a shareowner may appoint a proxy, a shareowner or the shareowner’s authorized officer, director, employee, agent or attorney-in-fact may use any of the following as a valid means to make such an appointment:
(a)    Appointment of a proxy in writing by signing or causing the shareowner’s signature to be affixed to an appointment form by any reasonable means, including, but not limited to, by facsimile signature.
(b)    Appointment of a proxy by transmitting or authorizing the transmission of an electronic transmission of the appointment to the person who will be appointed as proxy or to a proxy solicitation firm, proxy support service organization or like agent authorized to receive the transmission by the person who will be appointed as proxy. Every electronic transmission shall contain, or be accompanied by, information that can be used to reasonably determine that the shareowner transmitted or authorized the transmission of the electronic transmission. Any person charged with determining whether a shareowner transmitted or authorized the transmission of the electronic transmission shall specify the information upon which the determination is made.
An appointment of a proxy is effective when a signed appointment form or an electronic transmission of the appointment is received by the inspector of election or the officer or agent of the Corporation authorized to tabulate votes. An appointment is valid for eleven months unless a different period is expressly provided in the appointment. Unless otherwise provided, a proxy may be revoked any time before it is voted, either by appointing a new proxy in accordance with the Wisconsin Business Corporation Law or by oral notice given by the shareowner to the presiding officer during the meeting. The presence of a shareowner who has made an effective proxy appointment shall not itself constitute a revocation. The Board of Directors shall have the power and authority to make rules establishing presumptions as to the validity and sufficiency of proxies.

Section 3.11    VOTING OF SHARES. - Except as provided in the Articles of Incorporation or statute, each outstanding share entitled to vote shall be entitled to one (1) vote upon each matter submitted to a vote at a meeting of shareowners.
Section 3.12    VOTING OF SHARES BY CERTAIN HOLDERS. - Shares standing in the name of another corporation may be voted by such officer, agent or proxy as the Bylaws of such corporation may prescribe, or, in the absence of such provision, as the Board of Directors of such corporation may determine.
Shares held by an administrator, executor, guardian or conservator may be voted by such person, either in person or by proxy, without a transfer of such shares into that person’s name. Shares standing in the name of a trustee may be voted by such trustee, either in person or by proxy, without a transfer of such shares into the trustee’s name. The Corporation may request evidence of such fiduciary status with respect to the vote, consent, waiver, or proxy appointment.

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Shares standing in the name of a receiver or trustee in bankruptcy may be voted by such receiver or trustee, and shares held by or under the control of a receiver may be voted by such receiver without the transfer of the shares into such person’s name if authority so to do is contained in an appropriate order of the court by which such receiver was appointed.
A pledgee, beneficial owner, or attorney-in-fact of the shares held in the name of a shareowner shall be entitled to vote such shares. The Corporation may request evidence of such signatory’s authority to sign for the shareowner with respect to the vote, consent, waiver, or proxy appointment.
Neither treasury shares nor shares held by another corporation, if a majority of the shares entitled to vote for the election of Directors of such other corporation is held by the Corporation, shall be voted at any meeting or counted in determining the total number of outstanding shares at any given time.
Section 3.13    ACTION WITHOUT MEETING. - Any action required or permitted by the Articles of Incorporation or these Bylaws or any provision of the Wisconsin Business Corporation Law to be taken at an Annual Meeting or Special Meeting may be taken without a meeting if a written consent or consents, describing the action so taken, is signed by all of the shareowners entitled to vote with respect to the subject matter thereof and delivered to the Corporation for inclusion in the corporate records.
Section 3.14    NOTICE OF SHAREOWNER BUSINESS AND NOMINATION OF DIRECTORS.
(a)    Annual Meetings.
(i)    Nominations of persons for election to the Board of Directors of the Corporation and the proposal of business to be considered by the shareowners may be made at an Annual Meeting (A) pursuant to the Corporation’s notice of meeting, (B) by or at the direction of the Board of Directors or (C) by any shareowner of the Corporation who is a shareowner of record at the time of giving of notice provided for in this Bylaw and who is entitled to vote at the meeting and complies with the notice procedures set forth in this Section 3.14.
(ii)    For nominations or other business to be properly brought before an Annual Meeting by a shareowner pursuant to paragraph (C) of paragraph (a)(i) of this Section 3.14, the shareowner must have given timely notice thereof in writing to the Corporate Secretary of the Corporation. To be timely, a shareowner's notice shall be delivered to the Corporate Secretary of the Corporation at the principal executive offices of the Corporation not earlier than the close of business on the 120th day and not later than the close of business on the 90th day prior to the first anniversary of the preceding year’s annual meeting; provided, however, that if the date of the annual meeting for the current year (the “Current Year Meeting”) is more than 30 days before or more than 60 days after such anniversary date, notice by the shareholder to be timely must be so delivered not earlier than the close of business on the 120th day prior to the date of the Current Year Meeting and not later than the close of business on the later of the 90th day prior to the Current Year Meeting or, if the first public announcement of the date of the Current Year Meeting is less than 100 days prior to the date of the Current Year Meeting, the 10th day following the day on which public announcement of the date of the Current Year Meeting is first made by the Corporation. Such shareowner's notice shall be signed by the shareowner of record who intends to make the nomination or introduce the other business (or its duly authorized proxy), shall bear the date of signature of such shareowner (or proxy) and shall set forth: (A) the name and address, as they appear on this Corporation's books, of such shareowner and the beneficial owner or owners, if any, on whose behalf the nomination or proposal is made and the Affiliates and Associates (as defined within the meaning of Rule 12b-2 under the Exchange Act and the rules and regulations promulgated thereunder) of such shareowner and the beneficial owner or owners; (B) the class and number of shares of the Corporation which are beneficially owned by such shareowner or beneficial owner or owners and their respective Affiliates and Associates; (C) a representation that such shareowner is a holder of record of shares of the Corporation entitled to vote at such meeting and intends to appear in person or by proxy at the meeting to make the nomination or introduce the other business specified in the notice; (D) a description of the class or series, if any, and number of options, warrants, puts, calls, convertible securities, stock appreciation rights, or similar rights, obligations or commitments with an exercise or conversion privilege or a settlement payment or mechanism at a price related to any class or series of shares or other securities of the Corporation or with a value derived in whole or in part from the value of any class or series of shares or other securities of the Corporation, whether or not such instrument, right, obligation or commitment shall be subject to settlement in the underlying class or series of shares or other securities of the Corporation (each a “Derivative Security”), which are, directly or indirectly, beneficially owned by such shareowner or beneficial owner or owners and their respective Affiliates and Associates, if any, and any other direct or indirect opportunity to profit or share in any profit derived from any increase or decrease in the value of shares or other securities of
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the Corporation; (E) a description of any proxy, contract, arrangement, understanding or relationship pursuant to which the shareowner or beneficial owner, or any of their respective Affiliates and Associates, has a right to vote any shares or other securities of the Corporation; (F) a description of any contract, agreement, arrangement, understanding or relationship including any repurchase or similar so called “stock borrowing” agreement or arrangement, the purpose or effect of which is to mitigate loss, reduce economic risk or increase or decrease voting power with respect to any capital stock of the Corporation or which provides any party, directly or indirectly, the opportunity to profit from any decrease in the price or value of the capital stock of the Corporation; (G) a description of the terms of any number of shares subject to any short interest in any securities of the Corporation in which the shareowner or beneficial owner or any of their respective Affiliates and Associates has an interest (for purposes of these Bylaws a person shall be deemed to have a short interest in a security if such shareowner or beneficial owner, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, has the opportunity to profit or share in any profit derived from any decrease in the value of the subject security); (H) any rights to dividends on the shares of the Corporation owned beneficially by such shareowner and such beneficial owner, and any of their respective Affiliates or Associates, if any, that are separated or separable from the underlying shares of the Corporation; (I) a description of any proxy, contract, agreement, arrangement, understanding or relationship with respect to the nomination or other business between or among a shareowner or beneficial owner and any other person, including without limitation any agreements that would be required to be disclosed pursuant to Item 5 or Item 6 of Schedule 13D (regardless of whether the requirement to file a Schedule 13D is applicable); (J) a description of any proportionate interest in shares or other securities of the Corporation or Derivative Securities held, directly or indirectly, by a general or limited partnership, limited liability company or similar entity in which any such shareowner is (I) a general partner or, directly or indirectly, beneficially owns an interest in a general partner of such general or limited partnership, or (II) the manager, managing member or, directly or indirectly, beneficially owns an interest in the manager or managing member of such limited liability company or similar entity; (K) a description of the terms of and number of shares subject to any performance-related fees (other than an asset-based fee) that such shareowner or beneficial owner or their respective Affiliates or Associates is directly or indirectly entitled to based on any increase or decrease in the value of shares or other securities of the Corporation or Derivative Securities, if any, as of the date of the notice, including, without limitation, any such interests held by members of any such shareowner’s or beneficial owner’s immediate family sharing the same household; (L) in the case of any proposed nomination for election or re-election as a director, (I) the name and residence address of the person or persons to be nominated, (II) a description of all arrangements or understandings between such shareowner or beneficial owner or owners, and any of their respective Affiliates or Associates, and each nominee and any other person or persons (naming such person or persons) pursuant to which the nomination is to be made by such shareowner, (III) a representation and agreement that such nominee (a) is not and will not become a party to (x) any agreement, arrangement or understanding with, and has not given any commitment or assurance to, any person or entity as to how such person, if elected as a director of the Corporation, will act, in his or her capacity as a director of the Corporation, or vote on any issue or question in his or her capacity as a director of the Corporation (a “Voting Commitment”) that has not been disclosed to the Corporation, or (y) any Voting Commitment that could limit or interfere with such person’s ability to comply, if elected as a director of the Corporation, with such person’s fiduciary duties under applicable law, (b) is not and will not become a party to any agreement, arrangement or understanding with any person or entity other than the Corporation with respect to any direct or indirect compensation, reimbursement or indemnification in connection with service or action as a director that has not been disclosed to the Corporation, and (c) in such person’s individual capacity and on behalf of any person or entity on whose behalf the nomination is being made, would be in compliance, if elected as a director of the Corporation, and will comply with all applicable publicly disclosed corporate governance, ethics, conflict of interest, confidentiality and stock ownership and trading policies and guidelines of the Corporation, including codes of conduct, (IV) such other information regarding each nominee proposed by such shareowner as would be required to be disclosed in solicitations of proxies for elections of directors, or would be otherwise required to be disclosed, in each case pursuant to Regulation 14A under the Exchange Act, including any information that would be required to be included in a proxy statement filed pursuant to Regulation 14A had the nominee been nominated by the Board of Directors, (V) the written consent of each nominee to be named in a proxy statement and to serve as a director of the Corporation if so elected, (VI) a representation as to whether or not the shareowner or beneficial owner intends to solicit proxies in support of director nominees other than the Corporation’s nominees in accordance with Rule 14a-19 promulgated under the Exchange Act and, if so, such other information and statements as are required to be included in a notice provided to the Corporation pursuant to Rule 14a-19 under the Exchange Act, and (VII) a questionnaire, representation and agreement to furnish such information as may reasonably be required by the Corporation to determine the eligibility of such nominee to serve as an independent director of the
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Corporation, or that could be material to a reasonable shareowner’s understanding of the independence and other qualifications, or lack thereof, of such nominee, that has been completed and signed by both such shareowner (as well as the beneficial owner or owners, if any, on whose behalf the nomination is made) and such nominee (such form of questionnaire, representation and agreement to be made available following a written request by the shareowner and nominee delivered to the Corporate Secretary of the Corporation at the principal executive offices of the Corporation) and (M) in the case of any other business that such shareowner proposes to bring before the meeting, (I) a brief description of the business desired to be brought before the meeting and, if such business includes a proposal to amend these Bylaws, the language of the proposed amendment, (II) such shareowner's and beneficial owner's or owners' reasons for conducting such business at the meeting and (III) any material interest in such business of such shareowner and beneficial owner or owners.
(iii)    Notwithstanding anything in the second sentence of paragraph (a)(ii) of this Section 3.14 to the contrary, in the event that the number of directors to be elected to the Board of Directors of the Corporation is increased and there is no public announcement naming all of the nominees for director or specifying the size of the increased Board of Directors made by the Corporation at least 100 days prior to the date of the Current Year Meeting, a shareowner's notice required by this Section 3.14 shall also be considered timely, but only with respect to nominees for any new positions created by such increase, if it shall be received by the Corporate Secretary at the principal offices of the Corporation not later than the close of business on the 10th day following the day on which such public announcement is first made by the Corporation.
(b)    Special Meetings. Only such business shall be conducted at a Special Meeting as shall have been described in the notice of meeting sent to shareowners pursuant to Section 3.4 of these Bylaws. Nominations of persons for election to the Board of Directors may be made at a Special Meeting at which directors are to be elected pursuant to such notice of meeting (i) by or at the direction of the Board of Directors or (ii) by any shareowner of the Corporation who (A) is a shareowner of record at the time of giving of such notice of meeting, (B) is entitled to vote at the meeting and (C) complies with the notice procedures set forth in this Section 3.14. Any shareowner desiring to nominate persons for election to the Board of Directors at such a Special Meeting shall cause a written notice to be received by the Corporate Secretary of the Corporation at the principal offices of the Corporation not earlier than ninety days prior to such Special Meeting and not later than the close of business on the later of (x) the 60th day prior to such Special Meeting and (y) the 10th day following the day on which public announcement is first made of the date of such Special Meeting and of the nominees proposed by the Board of Directors to be elected at such meeting. Such written notice shall be signed by the shareowner of record who intends to make the nomination (or its duly authorized proxy), shall bear the date of signature of such shareowner (or its duly authorized proxy) and shall set forth the applicable information required under Section 3.14(a)(ii) of these Bylaws.
(c)    General.
(i)    Only persons who are nominated in accordance with the procedures set forth in this Section 3.14 shall be eligible to serve as directors and in no event shall alternate directors be permitted to be nominated after the period for timely notice expires. Only such business shall be conducted at an Annual Meeting or Special Meeting as shall have been brought before such meeting in accordance with the procedures set forth in this Section 3.14. The chair of the meeting shall have the power and duty to determine whether a nomination or any business proposed to be brought before the meeting was made in accordance with the procedures set forth in this Section 3.14 and, if any proposed nomination or business is not in compliance with this Section 3.14, to declare that such defective proposal shall be disregarded.
(ii)    For purposes of this Section 3.14, "public announcement" shall mean disclosure in a press release reported by the Dow Jones News Service, Associated Press or comparable national news service or in a document publicly filed by the Corporation with the Securities and Exchange Commission pursuant to Section 13, 14 or 15(d) of the Exchange Act.

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(iii)    Notwithstanding the foregoing provisions of this Section 3.14, unless otherwise required by law, if any shareowner or beneficial owner (A) provides notice pursuant to Rule 14a-19(b) promulgated under the Exchange Act in accordance with the notice provisions contained in Sections 3.14(a) or 3.14(b) of these Bylaws, and (B) subsequently fails to comply with the requirements of Rule 14a-19(a)(2) and Rule 14a-19(a)(3) promulgated under the Exchange Act, then the Corporation shall disregard any proxies or votes solicited for such shareowner’s or beneficial owner’s proposed nominees. Upon request by the Corporation, if any shareowner or beneficial owner provides notice to the Corporation that it intends to solicit proxies in support of director nominees other than the Corporation’s nominees in accordance with Rule 14a-19(b) promulgated under the Exchange Act, such shareowner or beneficial owner shall deliver to the Corporation, no later than five (5) Business Days prior to the applicable meeting, reasonable evidence that it has met the requirements of Rule 14a-19(a)(3) promulgated under the Exchange Act.
(iv) Notwithstanding the foregoing provisions of this Section 3.14, a shareowner shall also comply with all applicable requirements of the Exchange Act and the rules and regulations thereunder with respect to the matters set forth in this Section 3.14. Nothing in this Section 3.14 shall be deemed to limit the Corporation's obligation to include shareowner proposals in its proxy statement if such inclusion is required by Rule 14a-8 under the Exchange Act.
(v)    Compliance with the requirements of this Section 3.14 shall be determined in good faith by the Board of Directors in its sole and absolute discretion, which determination shall be conclusive and binding on the Corporation and the shareowners.
ARTICLE IV
BOARD OF DIRECTORS
Section 4.1    GENERAL POWER. - The business and affairs of the Corporation shall be managed under the direction of the Board of Directors.
Section 4.2    NUMBER, CLASSES & TERM. - The number of Directors of the Corporation shall be fixed from time to time exclusively by the Board of Directors pursuant to a resolution adopted by the affirmative vote of a majority of the total number of Directors that the Corporation would have if there were no vacancies, but shall not be less than seven (7) nor more than sixteen (16). The Directors of the Corporation shall be divided, with respect to the time for which they severally hold office, into three classes, as nearly equal in number as possible. At each Annual Meeting, the successors to the class of Directors whose terms shall expire at the time of such Annual Meeting shall be elected to hold office until the third succeeding Annual Meeting, and until their successors are duly elected and qualified.
Section 4.3    CHAIR OF THE BOARD. - The Board of Directors may designate one of the Directors to act as Chair of the Board of Directors. The Chair of the Board of Directors if not designated as the Chief Executive Officer of the Corporation shall assist the Board in the formulation of policies and may make recommendations therefore. Information as to the affairs of the Corporation in addition to that contained in the regular reports shall be furnished on request by and to the Chair. The Chair may make suggestions and recommendations to the Chief Executive Officer regarding any matters relating to the affairs of the Corporation and shall be available for consultation and advice.
Section 4.4    REMOVAL. - In the event the Chief Executive Officer resigns or retires from office or employment with the Corporation, the Chief Executive Officer shall simultaneously submit a resignation from the Board of Directors. In the event that the Chief Executive Officer is removed from such position by the Board of Directors, or is involuntarily terminated from employment with the Corporation, that person shall simultaneously submit a resignation from the Board of Directors.
Section 4.5    REGULAR MEETINGS. - Regular meetings of the Board of Directors shall be held at such time and place as may be determined by the Board of Directors, but in no event shall the Board meet less than once a year.
Section 4.6    SPECIAL MEETINGS. - Special meetings of the Board of Directors may be called by or at the request of the Chair of the Board, the Chief Executive Officer or any two (2) Directors. The Chief Executive Officer or Corporate Secretary may fix any place, either within or without the State of Wisconsin, whether in person or by telecommunications, as the place for holding any special meeting.

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Section 4.7    NOTICE; WAIVER. - Notice of any meeting of the Board of Directors, unless otherwise provided pursuant to Section 4.5, shall be given at least forty-eight (48) hours prior to the meeting by notice to each Director. The notice need not describe the purpose of the meeting of the Board of Directors or the business to be transacted at such meeting. Any Director may waive notice of any meeting. The attendance of a Director at a meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of business because the meeting is not lawfully called or convened.
Section 4.8    QUORUM. - A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors, but if less than such majority is present at a meeting, a majority of the Directors present may adjourn the meeting to some other day without further notice.
Section 4.9    MEETING PARTICIPATION.
(a)    Any or all members of the Board of Directors, or any committee thereof, may participate in a regular or special meeting by, or to conduct the meeting through, the use of any means of communication by which any of the following occurs:
(i)    All participating directors may simultaneously hear each other during the meeting.
(ii)    All communication during the meeting is immediately transmitted to each participating director, and each participating director is able to immediately send messages to all other participating directors.
(b)    If a meeting is conducted by the means of communication described herein, all participating directors shall be informed that a meeting is taking place at which official business may be transacted.
(c)    A director participating in a meeting by means of such communication is deemed to be present in person at the meeting.
Section 4.10    ACTION WITHOUT MEETING. - Any action required or permitted to be taken at any meeting of the Directors of the Corporation or of any Committee of the Board may be taken without a meeting if a consent in writing setting forth the action so taken shall be “signed” (as such term is defined in the Wisconsin Business Corporation Law) by all of the Directors or all of the members of the Committee of the Board, as the case may be. Such consent shall have the same force and effect as a unanimous vote at a meeting and shall be filed with the Corporate Secretary of the Corporation to be included in the official records of the Corporation. The action taken is effective when the last Director signs the consent unless the consent specifies a different effective date.
Section 4.11    PRESUMPTION OF ASSENT. - A Director of the Corporation who is present at a meeting of the Board of Directors at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless (a) the Director objects at the beginning of the meeting or promptly upon arrival to the holding of or transacting business at the meeting, (b) the Director’s dissent or abstention shall be entered in the minutes of the meeting, (c) the Director shall file a written dissent or abstention to such action with the presiding officer of the meeting before the adjournment thereof or shall forward such dissent or abstention by registered or certified mail to the Corporate Secretary of the Corporation immediately after the adjournment of the meeting, or (d) the Director shall file a written notice to the Corporate Secretary of the Corporation promptly after receiving the minutes of the meeting that the minutes failed to show the Director’s dissention or abstention from the action taken. Such right to dissent or abstain shall not apply to a Director who voted in favor of such action.
Section 4.12    VACANCIES. - Except as provided below, any vacancy occurring in the Board of Directors or on any Committee of the Board of Directors and any directorship to be filled by reason of an increase in the number of Directors may be filled by the affirmative vote of a majority of the Directors then in office, even if less than a quorum of the Board of Directors. The Director or Directors so chosen shall hold office until the next election of the Class for which such Director or Directors shall have been chosen and until their successors shall have been duly elected and qualified.
Section 4.13    COMPENSATION. - Non-management Directors, the Chair of the Board if non-management, the Lead Independent Director and Board Committee Chairs shall receive reasonable compensation for their services, consistent with the market practices of other similarly situated companies. Directors who are employees of the Corporation shall receive no fees for serving as Directors. Board compensation will be determined by the Nominating and Governance Committee with discussion and concurrence by the Board of Directors.

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ARTICLE V
COMMITTEES
Section 5.1    COMMITTEES. - The Board of Directors, by resolution adopted by the affirmative vote of a majority of all the directors then in office, may create one or more Committees (each such Committee to consist of one or more members of the Board of Directors), appoint members of the Board of Directors to serve on such Committees and designate other members of the Board of Directors to serve as alternates. Any standing Committee shall (i) consist of the number of directors with the requisite qualifications, (ii) have the responsibilities and authority, (iii) meet such number of times per year and (iv) report the actions taken by such Committee to the Board of Directors, in each case as set forth in such Committee’s Charter approved from time to time by the Board of Directors, subject to the Wisconsin Business Corporation Law, the Articles of Incorporation and these Bylaws. Subject to the Articles of Incorporation and these Bylaws, and unless otherwise provided by resolution of the Board of Directors, each Committee may make its own rules of procedure, shall meet where and as provided by such rules and shall keep regular minutes of its meetings. Unless otherwise provided by resolution of the Board of Directors, each Committee may employ counsel, accountants and other consultants to assist it in the exercise of its authority.
Section 5.2    CERTAIN COMMITTEE ACTIONS. - To the extent specified by these Bylaws or by resolution of the Board of Directors a Committee may exercise the authority of the Board of Directors, except that a Committee may not do any of the following: (a) approve or recommend to shareowners for approval any action or matter expressly required by the Wisconsin Business Corporation Law to be submitted to shareowners for approval; or (b) adopt, amend or repeal Bylaws.
ARTICLE VI
OFFICERS
Section 6.1    OFFICERS. - The Board of Directors shall elect a Chief Executive Officer, a President, a Corporate Secretary, a Treasurer, a Controller, as well as all executive officers as defined by the rules and regulations of the Securities and Exchange Commission (for this Article VI only, the "Officers"). The Chief Executive Officer may appoint such other officers and assistant officers, including those designated as Vice Presidents, as may be deemed necessary. The same person may simultaneously hold more than one such office.
Section 6.2    TERM OF OFFICERS. - All Officers, unless sooner removed, shall hold their respective offices until their successors, willing to serve, shall have been elected but any Officer may be removed from office at any time by the Board of Directors.
Section 6.3    REMOVAL OF OFFICERS. - Any Officer may be removed by the Board of Directors whenever in its judgment the best interests of the Corporation will be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of an Officer by the Board of Directors or an officer by the Chief Executive Officer, as the case may be, shall not of itself create contract rights.
Section 6.4    CHIEF EXECUTIVE OFFICER. - Subject to the control of the Board of Directors the Chief Executive Officer designated by the Board of Directors shall have and be responsible for the general management and direction of the business of the Corporation, shall establish the lines of authority and supervision of the Officers and employees of the Corporation, shall have the power to appoint and remove and discharge any and all agents and employees of the Corporation not elected or appointed directly by the Board of Directors, and shall assist the Board in the formulation of policies of the Corporation.
Section 6.5    PRESIDENT. - The President, when not designated as and does not have the powers of the Chief Executive Officer, shall have such other powers and duties as may from time to time be prescribed by the Board of Directors or be delegated by the Chief Executive Officer.
Section 6.6    VICE PRESIDENTS. - The Vice Presidents shall have such powers and duties as may be prescribed by the Board of Directors and the Chief Executive Officer. The execution of any instrument of the Corporation by any Vice President shall be conclusive evidence, as to third parties, of their authority to act in the stead of the Chief Executive Officer and the President. Any Vice President may be designated as being senior in rank or degree of responsibility and may be accorded an appropriate title designating rank, such as “Senior Vice President” or “Executive Vice President.”
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Section 6.7    CORPORATE SECRETARY. - The Corporate Secretary shall attend all meetings of the Board of Directors, shall keep a record thereof in proper books to be provided for that purpose, and shall be responsible for the custody and care of the corporate seal, corporate records and minute books of the Corporation, and of all other books, documents and papers as in the practical business operation of the Corporation shall naturally belong in the office or custody of the Corporate Secretary, or shall be placed in the custody of the Corporate Secretary by the Chief Executive Officer or by the Board of Directors. The Corporate Secretary shall also act as Corporate Secretary of all shareowners’ meetings and keep a record thereof. The Corporate Secretary shall, except as may be otherwise required by statute or by these Bylaws, sign, issue and publish all notices required for meetings of shareowners and of the Board of Directors. The Corporate Secretary shall be responsible for the custody of the stock books of the Corporation and shall keep a suitable record of the addresses of shareowners. The Corporate Secretary shall sign stock certificates, bonds and mortgages, and all other documents and papers to which the Corporate Secretary’s signature may be necessary or appropriate, shall affix the seal of the Corporation to all instruments requiring the seal, and shall have such other powers and duties as are commonly incidental to the office of Corporate Secretary, or as may be prescribed by the President or by the Board of Directors.
Section 6.8    TREASURER. - The Treasurer shall have charge of, and be responsible for, the collection, receipt, custody and disbursement of the funds of the Corporation, and shall deposit its funds in the name of the Corporation in such banks or trust companies as the Treasurer shall designate and shall keep a proper record of cash receipts and disbursements. The Treasurer shall be responsible for the custody of such books, receipted vouchers and other books and papers as in the practical business operation of the Corporation shall naturally belong in the office or custody of the Treasurer or shall be placed in the Treasurer’s custody by the President, or by the Board of Directors. The Treasurer shall sign checks, drafts, and other paper providing for the payment of money by the Corporation for operating purposes in the usual course of business. The Treasurer may, in the absence of the Corporate Secretary and Assistant Corporate Secretaries sign stock certificates. The Treasurer shall have such other powers and duties as are commonly incidental to the office of Treasurer, or as may be prescribed by the President or by the Board of Directors.
Section 6.9    CONTROLLER. - The Controller shall be the principal accounting Officer of the Corporation. The Controller shall have general supervision over the books of accounts of the Corporation. The Controller shall have full access to all minutes, contracts, correspondence and other papers and records of the Corporation relating to its business matters, and shall be responsible for the custody of such books and documents as shall naturally belong in the custody of the Controller and as shall be placed in the Controller’s custody by the President or by the Board of Directors. The Controller shall have such other powers and duties as are commonly incidental to the office of Controller, or as may be prescribed by the President or by the Board of Directors.
Section 6.10    ASSISTANT OFFICERS. - The Assistant Corporate Secretaries, Assistant Treasurers, Assistant Controllers, and other Assistant Officers shall respectively assist the Corporate Secretary, Treasurer, Controller, and other Officers of the Corporation in the performance of the respective duties assigned to such principal Officer, and in assisting their principal Officer each assistant Officer shall to that extent and for such purpose have the same powers as such person’s principal Officer. The powers and duties of any such principal Officer shall temporarily devolve upon an assistant Officer in case of the absence, disability, death, resignation or removal from office of such principal Officer.
ARTICLE VII
CERTIFICATES FOR SHARES AND THEIR TRANSFER
Section 7.1    CERTIFICATES FOR SHARES. - Each certificate representing shares of the Corporation shall state upon the face (a) that the Corporation is organized under the laws of the State of Wisconsin, (b) the name of the person to whom issued, (c) the number and class of shares, and the designation of the series, if any, which such certificate represents, and (d) the par value of each share, if any, and each such certificate shall otherwise be in such form as shall be determined by the Board of Directors. Such certificates shall be signed either manually or in facsimile by the Chair of the Board, or the Chief Executive Officer or the President and by the Corporate Secretary or an Assistant Corporate Secretary and shall be sealed with the corporate seal or a facsimile thereof. Any signature upon a certificate on behalf of a transfer agent and registrar may be manual or in facsimile. In case any officer or other authorized person who has signed or whose facsimile signature has been placed upon such certificate for the Corporation shall have ceased to be such officer or employee or agent before such certificate is issued, it may be issued by the Corporation with the same effect as if such person where an officer or employee or agent at the date of its issue. Each certificate for shares shall be consecutively numbered or otherwise identified.
All certificates surrendered to the Corporation for transfer shall be canceled and no new certificate shall be issued until the former certificate for a like number of shares shall have been surrendered and canceled, except that in case of a lost, destroyed or mutilated certificate a new one may be issued therefor upon such terms and indemnity to the Corporation as the Board of Directors may prescribe.
Section 7.2    TRANSFER OF SHARES. - Transfer of shares of the Corporation shall be made only on the stock transfer books of the Corporation by the holder of record thereof or by such person’s legal representative, who shall furnish proper evidence of authority to transfer, or authorized attorney, by power of attorney duly executed and filed with the Corporate Secretary of the Corporation, and on surrender for cancellation of the certificate for such shares.
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Subject to the provisions of Section 3.12 of Article III of these Bylaws, the person in whose name shares stand on the books of the Corporation shall be treated by the Corporation as the owner thereof for all purposes, including all rights deriving from such shares, and the Corporation shall not be bound to recognize any equitable or other claim to, or interest in, such shares or rights deriving from such shares, on the part of any other person, including (without limitation) a purchaser, assignee or transferee of such shares, or rights deriving from such shares, unless and until such purchaser, assignee, transferee or other person becomes the record holder of such shares, whether or not the Corporation shall have either actual or constructive notice of the interest of such purchaser, assignee, transferee or other person. Except as provided in said Section 3.12 hereof, no such purchaser, assignee, transferee or other person shall be entitled to receive notice of the meetings of shareowners, to vote at such meetings, to examine the complete record of the shareowners entitled to vote at meetings, or to own, enjoy or exercise any other property or rights deriving from such shares against the Corporation, until such purchaser, assignee, transferee or other person has become the record holder of such shares.
Section 7.3    LOST, DESTROYED OR STOLEN CERTIFICATES. - When the owner claims that certificates for shares have been lost, destroyed or wrongfully taken, a new certificate shall be issued in place thereof if the owner (a) so requests before the Corporation has notice that such shares have been acquired by a bona fide purchaser, (b) files with the Corporation a sufficient indemnity bond if required by the Corporation and (c) satisfies such other reasonable requirements as may be provided by the Corporation.
Section 7.4    STOCK REGULATIONS. - The Board of Directors shall have the power and authority to make all such further rules and regulations not inconsistent with law as it may deem expedient concerning the issue, transfer and registration of shares of the Corporation.
Section 7.5    SHARES WITHOUT CERTIFICATES. - The Board of Directors hereby authorizes the issuance of any shares of its classes or series without certificates to the full extent that the Corporate Secretary determines that such issuance is allowed by applicable law and rules of any national securities exchange on which such shares are listed, any such determination to be conclusively evidenced by the delivery to the Corporation's transfer agent and registrar by the Corporate Secretary of a certificate referring to this Bylaw and providing instructions of the Corporate Secretary to the transfer agent and registrar to issue any such shares without certificates in accordance with applicable law. In any event, the foregoing authorization does not affect shares already represented by certificates until the certificates are surrendered to the Corporation.
ARTICLE VIII
INDEMNIFICATION AND LIABILITY OF DIRECTOR AND OFFICERS
Section 8.1    CERTAIN DEFINITIONS. – The following capitalized terms (including any plural forms thereof) used in this Article VIII shall be defined for purposes of this Article VIII as follows:
(a)    “Authority” shall mean the persons or entity selected by the Director or Officer to determine such person’s right to indemnification pursuant to Section 8.4.
(b)    “Board” shall mean the entire then elected and serving Board of Directors of the Corporation, including without limitation all members thereof who are Parties to the subject Proceeding or any related Proceeding.
(c)    “Breach of Duty” shall mean the Director or Officer breached or failed to perform a duty or duties to the Corporation and such breach of or failure to perform those duties is determined, in accordance with Section 8.4 to constitute misconduct under Section 180.0851(2)(a) l, 2, 3 or 4 of the Statute.
(d)    “Corporation,” as used in this Article VIII and as defined in the Statute and incorporated by reference into the definitions of certain other capitalized terms used herein, shall mean this Corporation, including, without limitation, any successor corporation or entity to this corporation by way of merger, consolidation or acquisition of all or substantially all of the capital stock or assets of this Corporation.
(e)    “Corporation Affiliate” shall include, without limitation, any corporation, partnership, limited liability company, joint venture, employee benefit plan, trust or other enterprise, whether domestic or foreign, that is an Affiliate (as defined in Section 3.2(c)(i) of these Bylaws) of the Corporation.
(f)    “Director or Officer” shall have the meaning set forth in the Statute; provided, that, for purposes of this Article VIII, (i) “Director or Officer” shall include a director or officer of a Subsidiary (whether or not otherwise serving as a Director or Officer), (ii) the term “employee benefit plan” as used in Section 180.0850(2)(c) of the Statute shall include an employee benefit plan sponsored, maintained or contributed to by a Subsidiary and (iii) it shall be conclusively presumed that any Director or Officer serving as a director, officer, partner, member, trustee, member of any governing or decision-making committee, manager, employee or agent of a Corporation Affiliate shall be so serving at the request of the Corporation.
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(g)    “Disinterested Quorum” shall mean a quorum of the Board who are not Parties to the subject Proceeding or any related Proceeding.
(h)    “Expenses” shall mean and include fees, costs, charges, disbursements, attorney fees and any other expenses incurred in connection with a Proceeding.
(i)    “Independent Legal Counsel” shall mean a law firm, or a member of a law firm, or an independent practitioner that is experienced in matters of relevant corporation law and neither presently is, nor in the past three years has been, retained to represent (i) the Corporation or any Director or Officer in any matter material to such party (other than with respect to matters concerning the Director or Officer under this Article VIII), or (ii) any other party to the Proceeding giving rise to a claim for indemnification hereunder. Notwithstanding the foregoing, the term “Independent Legal Counsel” shall not include any person who, under the applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Corporation or the Director or Officer in an action to determine the Director’s or Officer’s rights.
(j)    “Liability” shall mean and include the obligation to pay a judgment, settlement, penalty, assessment, forfeiture or fine, including an excise tax assessed with respect to an employee benefit plan, and reasonable Expenses.
(k)    “Party” shall have the meaning set forth in the Statute; provided, that, for purposes of this Article VIII, the term “Party” shall also include any Director or Officer or employee of the Corporation who is or was a witness in a Proceeding at a time when such person has not otherwise been formally named a Party thereto.
(l)    “Proceeding” shall have the meaning set forth in the Statute; provided, that, in accordance with Section 180.0859 of the Statute and for purposes of this Article VIII, the term “Proceeding” shall include without limitation all Proceedings (i) brought under (in whole or in part) the Securities Act of 1933, as amended, the Exchange Act, their respective state counterparts, and/or any rule or regulation promulgated under any of the foregoing; (ii) brought before an Authority or otherwise to enforce rights hereunder; (iii) involving any appeal from a Proceeding; and (iv) in which the Director or Officer is a plaintiff or petitioner because such person is a Director or Officer; provided, however, that any such Proceeding under this subsection (iv) must be authorized by a majority vote of a Disinterested Quorum.
(m)    “Statute” shall mean Sections 180.0850 through 180.0859, inclusive, of the Wisconsin Business Corporation Law, Chapter 180 of the Wisconsin Statutes, as the same shall then be in effect, including any amendments thereto, but, in the case of any such amendment, only to the extent such amendment permits or requires the Corporation to provide broader indemnification rights than the Statute permitted or required the Corporation to provide prior to such amendment.
(n)    “Subsidiary” shall mean any direct or indirect subsidiary of the Corporation as determined for financial reporting purposes, whether domestic or foreign.
Section 8.2    MANDATORY INDEMNIFICATION OF DIRECTORS AND OFFICERS. - To the fullest extent permitted or required by the Statute, the Corporation shall indemnify a Director or Officer against all Liabilities incurred by or on behalf of such Director or Officer in connection with a Proceeding in which the Director or Officer is a Party because such person is or was a Director or Officer.
Section 8.3    PROCEDURAL REQUIREMENTS.
(a)    A Director or Officer who seeks indemnification under Section 8.2 shall make a written request therefor to the Corporation. Subject to Section 8.3(b), within sixty days of the Corporation’s receipt of such request, the Corporation shall pay or reimburse the Director or Officer for the entire amount of Liabilities incurred by the Director or Officer in connection with the subject Proceeding (net of any Expenses previously advanced pursuant to Section 8.5).
(b)    No indemnification shall be required to be paid by the Corporation pursuant to Section 8.2 if, within such sixty-day period, (i) a Disinterested Quorum, by a majority vote thereof, determines that the Director or Officer requesting indemnification engaged in misconduct constituting a Breach of Duty or (ii) a Disinterested Quorum cannot be obtained.
(c)    In case of nonpayment pursuant to Section 8.3(b), the Board shall immediately authorize by resolution that an Authority, as provided in Section 8.4, determine whether the Director’s or Officer’s conduct constituted a Breach of Duty and, therefore, whether indemnification should be denied hereunder.

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(d)    (i) If the Board does not authorize an Authority to determine the Director’s or Officer’s right to indemnification hereunder within such sixty-day period and/or (ii) if indemnification of the requested amount of Liabilities is paid by the Corporation, then it shall be conclusively presumed for all purposes that a Disinterested Quorum has affirmatively determined that the Director or Officer did not engage in misconduct constituting a Breach of Duty and, in the case of subsection (i) above (but not subsection (ii)), indemnification by the Corporation of the requested amount of Liabilities shall be paid to the Director or Officer immediately.
Section 8.4    DETERMINATION OF INDEMNIFICATION.
(a)    If the Board authorizes an Authority to determine a Director’s or Officer’s right to indemnification pursuant to Section 8.3, then the Director or Officer requesting indemnification shall have the absolute discretionary authority to select one of the following as such Authority:
(i)    An Independent Legal Counsel mutually selected by such Director or Officer and by a majority vote of a Disinterested Quorum or, if a Disinterested Quorum cannot be obtained, then by a majority vote of the Board;
(ii)    A panel of three arbitrators selected from the panels of arbitrators of the American Arbitration Association in Wisconsin; provided, that (A) the first arbitrator shall be selected by such Director or Officer, the second arbitrator shall be selected by a majority vote of a Disinterested Quorum or, if a Disinterested Quorum cannot be obtained, then by a majority vote of the Board, and the third arbitrator shall be selected by the two previously selected arbitrators, and (B) in all other respects (other than this Article VIII), such panel shall be governed by the American Arbitration Association’s then existing Commercial Arbitration Rules; or
(iii)    A court pursuant to and in accordance with Sections 180.0854 and 180.0855 of the Statute.
(b)    In any such determination by the selected Authority, there shall exist a rebuttable presumption that the Director’s or Officer’s conduct did not constitute a Breach of Duty and that indemnification against the requested amount of Liabilities is required. The burden of rebutting such a presumption by clear and convincing evidence shall be on the Corporation or such other party asserting that such indemnification should not be allowed.
(c)    The Authority shall make its determination within sixty days of being selected and shall submit a written opinion of its conclusion simultaneously to both the Corporation and the Director or Officer. If the Authority shall not have made a determination within such sixty-day period, then it shall be conclusively presumed for all purposes that the Authority has determined that the Director or Officer has a right to indemnification pursuant to Section 8.3 and the Director or Officer shall be entitled to such indemnification, absent (1) a misstatement by the Director or Officer of a material fact, or an omission of a material fact necessary to make the Director’s or Officer’s statement not materially misleading, in connection with the request for indemnification, or (2) an express prohibition under applicable law against determining the Director’s or Officer’s entitlement to indemnification in this matter; provided, however, that such sixty-day period may be extended for a reasonable time, not to exceed an additional thirty days, if the person, persons or entity making the determination with respect to entitlement to indemnification in good faith requires such additional time for the obtaining or evaluating of documentation and/or information relating thereto.
(d)    If the Authority determines (or is deemed to have determined) that indemnification is required hereunder, then the Corporation shall pay the entire requested amount of Liabilities (net of any Expenses previously advanced pursuant to Section 8.5), including interest thereon at a reasonable rate, as determined by the Authority, within ten days of receipt of the Authority’s opinion; provided, that, if it is determined by the Authority that a Director or Officer is entitled to indemnification against Liabilities’ incurred in connection with some claims, issues or matters, but not as to other claims, issues or matters, involved in the subject Proceeding, then the Corporation shall be required to pay (as set forth above) only the amount of such requested Liabilities as the Authority shall deem appropriate in light of all of the circumstances of such Proceeding.
(e)    The determination by the Authority that indemnification is required hereunder shall be binding upon the Corporation, regardless of any prior determination that the Director or Officer engaged in a Breach of Duty.
(f)    All Expenses incurred in the determination process under this Section 8.4 by either the Corporation or the Director or Officer, including, without limitation, all Expenses of the selected Authority, shall be paid by the Corporation.
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Section 8.5    MANDATORY ALLOWANCE OF EXPENSES.
(a)    The Corporation shall pay or reimburse from time to time or at any time, within ten days after the receipt of the Director’s or Officer’s written request therefor, the reasonable Expenses of the Director or Officer as such Expenses are incurred; provided, the following conditions are satisfied:
(i)    The Director or Officer furnishes to the Corporation an executed written certificate affirming such person’s good faith belief that they have not engaged in misconduct which constitutes a Breach of Duty; and
(ii)    The Director or Officer furnishes to the Corporation an unsecured executed written agreement to repay any advances made under this Section 8.5 if it is ultimately determined by an Authority that such person is not entitled to be indemnified by the Corporation for such Expenses pursuant to Section 8.4.
(b)    If the Director or Officer must repay any previously advanced Expenses pursuant to this Section 8.5, then such Director or Officer shall not be required to pay interest on such amounts.
Section 8.6    INDEMNIFICATION AND ALLOWANCE OF EXPENSES OF CERTAIN OTHERS.
(a)    The Board may, in its sole and absolute discretion as it deems appropriate, pursuant to a majority vote thereof, indemnify a director or officer of a Corporation Affiliate (who is not otherwise serving as a Director or Officer) against all Liabilities, and shall advance the reasonable Expenses, incurred by such director or officer in a Proceeding to the same extent hereunder as if such director or officer incurred such Liabilities because such person was a Director or Officer, if such director or officer is a Party thereto because such person is or was a director or officer of the Corporation Affiliate.
(b)    The Corporation shall indemnify an employee who is not a Director or Officer, to the extent such person has been successful on the merits or otherwise in defense of a Proceeding, for all reasonable Expenses incurred in the Proceeding if the employee was a Party because such person was an employee of the Corporation.
(c)    The Board may, in its sole and absolute discretion as it deems appropriate, pursuant to a majority vote thereof, indemnify (to the extent not otherwise provided in Section 8.6(b)) against Liabilities incurred by, and/or provide for the allowance of reasonable Expenses of, an employee or authorized agent of the Corporation acting within the scope of their duties as such and who is not a Director or Officer.
Section 8.7    INSURANCE. - The Corporation may purchase and maintain insurance on behalf of a Director or Officer or any individual who is or was an employee or authorized agent of the Corporation against any Liability asserted against or incurred by such individual in their capacity as such or arising from their status as such, regardless of whether the Corporation is required or permitted to indemnify against any such Liability under this Article VIII.
Section 8.8    NOTICE TO THE CORPORATION. - A Director or Officer or an employee of the Corporation shall promptly notify the Corporation in writing when such person has actual knowledge of a Proceeding that may result in a claim of indemnification against Liabilities or allowance of Expenses hereunder, but the failure to do so shall not relieve the Corporation of any liability to the Director or Officer or employee hereunder unless the Corporation shall have been irreparably prejudiced by such failure (as determined, in the case of Directors or Officers only, by an Authority selected pursuant to Section 8.4(a)).
Section 8.9    SEVERABILITY. - If any provision of this Article VIII shall be deemed invalid or inoperative, or if a court of competent jurisdiction determines that any of the provisions of this Article VIII contravene public policy, then this Article VIII shall be construed so that the remaining provisions shall not be affected, but shall remain in full force and effect, and any such provisions which are invalid or inoperative or which contravene public policy shall be deemed, without further action or deed by or on behalf of the Corporation, to be modified, amended and/or limited, but only to the extent necessary to render the same valid and enforceable; it being understood that it is the Corporation’s intention to provide Directors and Officers with the broadest possible protection against personal liability allowable under the Statute.
Section 8.10    NONEXCLUSIVITY OF ARTICLE VIII. - The rights of a Director or Officer or an employee of the Corporation (or any other person) granted under this Article VIII shall not be deemed exclusive of any other rights to indemnification against Liabilities or allowance of Expenses which the Director or Officer or employee of the Corporation (or such other person) may be entitled to under any written agreement, Board resolution, vote of shareowners of the Corporation or otherwise, including, without limitation, under the Statute. Nothing contained in this Article VIII shall be deemed to limit the Corporation’s obligations to indemnify against Liabilities or allow Expenses to a Director or Officer or an employee of the Corporation under the Statute.
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Section 8.11    CONTRACTUAL NATURE OF ARTICLE VIII; REPEAL OR LIMITATION OF RIGHTS. - This Article VIII shall be deemed to be a contract between the Corporation and each Director or Officer and employee of the Corporation and any repeal or other limitation of this Article VIII or any repeal or limitation of the Statute or any other applicable law shall not limit any rights of indemnification against Liabilities or allowance of Expenses then existing or arising out of events, acts or omissions occurring prior to such repeal or limitation, including, without limitation, the right to indemnification against Liabilities or allowance of Expenses for Proceedings commenced after such repeal or limitation to enforce this Article VIII with regard to acts, omissions or events arising prior to such repeal or limitation. If the Statute is amended to permit or require the Corporation to provide broader indemnification rights than this Article VIII permits or requires, then this Article VIII shall be automatically amended and deemed to incorporate such broader indemnification rights.
ARTICLE IX
MISCELLANEOUS
Section 9.1    FISCAL YEAR. - The fiscal year of the Corporation shall be the calendar year.
Section 9.2    DIVIDENDS. - Subject to the provisions of law or the Articles of Incorporation, the Board of Directors may, at any regular or special meeting, declare dividends upon the capital stock of the Corporation payable out of surplus (whether earned or paid-in) or profits as and when they deem expedient. Before declaring any dividend there may be set apart out of surplus or profits such sum or sums as the directors from time to time in their discretion deem proper for working capital or as a reserve fund to meet contingencies or for such other purposes as the directors shall deem conducive to the interests of the Corporation.
Section 9.3    CONTRACTS, CHECKS, DRAFTS, DEEDS, LEASES AND OTHER INSTRUMENTS. - All contracts, checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation, shall be signed by such officer or officers, or agent or agents of the Corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors or corporate policy adopted by the Board of Directors. The Board may authorize by resolution or corporate policy adopted by the Board of Directors any officer or officers to enter into and execute any contract or instrument of indebtedness in the name of the Corporation, and such authority may be general or confined to specific instances. All funds of the Corporation not otherwise employed shall be deposited from time to time to the credit of the Corporation in such banks or other depositories as the Treasurer may authorize.
All contracts, deeds, mortgages, leases or instruments that require the corporate seal of the Corporation to be affixed thereto shall be signed by the President or a Vice President, and by the Corporate Secretary, or an Assistant Corporate Secretary, or by such other officer or officers, or person or persons, as the Board of Directors may by resolution or corporate policy adopted by the Board of Directors prescribe.
Section 9.4    VOTING OF SHARES OWNED BY THE CORPORATION. - Subject always to the specific directions of the Board of Directors, any share or shares of stock issued by any other corporation and owned or controlled by the Corporation may be voted at any shareowners’ meeting of such other corporation by the Chief Executive Officer of the Corporation, if present, or if absent by any other officer of the Corporation who may be present. Whenever, in the judgment of the Chief Executive Officer, or if absent, of any officer, it is desirable for the Corporation to execute a proxy or give a shareowners’ consent in respect to any share or shares of stock issued by any other corporation and owned by the Corporation, such proxy or consent shall be executed in the name of the Corporation by the Chief Executive Officer or one of the officers of the Corporation and shall be attested by the Corporate Secretary or an Assistant Corporate Secretary of the Corporation without necessity of any authorization by the Board of Directors. Any person or persons designated in the manner above stated as the proxy or proxies of the Corporation shall have full right, power and authority to vote the share or shares of stock issued by such other corporation and owned by the Corporation in the same manner as such share or shares might be voted by the Corporation.
Section 9.5    NOTICES. - Whenever any statute, the Articles of Incorporation or these Bylaws requires the Corporation to give notice to any shareowner or Director, such notice may be given in writing by mail or by “electronic transmission” (as defined in the Wisconsin Business Corporation Law). Written notice pursuant to the foregoing sentence shall be deemed to be effective (a) when mailed, if mailed postpaid and addressed to the shareowner’s address shown in the Corporation’s current record of shareowners or to the Director’s address that the Director has designated to the Corporate Secretary of the Corporation or (b) when electronically transmitted to the shareowner in a manner authorized by the shareowner or to the Director as the Director may have designated to the Corporate Secretary of the Corporation. Notice to Directors may also be given in person; by other method of delivery (meaning any method of delivery used in conventional commercial practice, including delivery by hand, commercial overnight delivery or private carrier); by telephone, including voice mail, answering machine or answering service; or by any other electronic means. Oral notice is effective when communicated. Other written notice is effective as follows: if delivered by hand or by private carrier, when received; if given by commercial overnight delivery, on the day the service undertakes to make delivery; and if given by facsimile, at the time transmitted to a facsimile number the recipient has provided.

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ARTICLE X
AMENDMENT OR REPEAL OF BYLAWS
Section 10.1    AMENDMENTS BY BOARD OF DIRECTORS. - Except as otherwise provided by the Wisconsin Business Corporation Law or the Articles of Incorporation, these Bylaws may be amended or repealed and new Bylaws may be adopted by the Board of Directors by the affirmative vote of a majority of the number of directors present at any meeting at which a quorum is in attendance; provided, however, that the shareowners in adopting, amending or repealing a particular Bylaw may provide therein that the Board of Directors may not amend, repeal or readopt that Bylaw.
Section 10.2    IMPLIED AMENDMENT. - Any action taken or authorized by the shareowners or by the Board of Directors which would be inconsistent with the Bylaws then in effect but which is taken or authorized by affirmative vote of not less than the number of shares or the number of directors required to amend the Bylaws so that the Bylaws would be consistent with such action shall be given the same effect as though the Bylaws had been temporarily amended or suspended so far, but only so far, as is necessary to permit the specific action so taken or authorized.
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Exhibit 3.2
AMENDED AND RESTATED BYLAWS
OF
INTERSTATE POWER AND LIGHT COMPANY
Effective as of July 31, 2026

ARTICLE I
OFFICES

Section 1.1 PRINCIPAL AND BUSINESS OFFICES. - The principal office shall be in the City of Cedar Rapids, County of Linn, State of Iowa. The Corporation may have other offices, either within or without the State of Iowa, at such place or places as the Board of Directors may from time to time appoint or the business of the Corporation may require.

Section 1.2 REGISTERED OFFICE. - The registered office of the Corporation required by the Iowa Business Corporation Act to be maintained in the State of Iowa may be, but need not be, identical with the principal office in the State of Iowa, and the address of the registered office may be changed from time to time by the Board of Directors or by the registered agent. The business office of the registered agent of the Corporation shall be identical to such registered office.


ARTICLE II
SEAL

Section 2.1 CORPORATE SEAL. - The corporate seal shall have inscribed thereon the name of the Corporation and the words “CORPORATE SEAL, IOWA.” Said seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced.


ARTICLE III
SHAREOWNERS

Section 3.1. ANNUAL MEETING. - The Annual Meeting of Shareowners shall be held at such date and time as the Board of Directors may determine. The Board of Directors may designate any place, either within or without the State of Iowa, as the place for the Annual Meeting. If no designation is made, the place of the Annual Meeting shall be the principal office of the Corporation. The Annual Meeting shall be held for the purposes of electing Directors and of transacting such other business as may properly come before the meeting.

Section 3.2 SPECIAL MEETINGS. - Special Meetings of the Shareowners may be called by the Board of Directors or the Chief Executive Officer. The Corporation shall call a Special Meeting of Shareowners in the event that the holders of at least ten percent (10%) of all of the votes entitled to be cast on any issue request a special meeting be held.

    Section 3.3 NOTICE OF MEETINGS - WAIVER. - Notice of the time and place of each Annual or Special Meeting of Shareowners shall be delivered to the recorded address of each shareowner not less than ten (10) days nor more than sixty (60) days before the date of the meeting. The notice of a Special Meeting shall state the purpose of the meeting. If an Annual or Special Meeting of shareowners is adjourned to a different date, time or place, the Corporation shall not be required to give notice of the new date, time or place if the new date, time or place is announced at the meeting before adjournment; provided, however, that if a new record date for an adjourned meeting is or must be fixed, the Corporation shall give notice of the adjourned meeting to persons who are shareowners as of the new record date. Notice of any meeting of the shareowners may be waived by any shareowner.

Section 3.4 FIXING OF RECORD DATE. - For the purpose of determining shareowners entitled to notice of, or to vote at, any meeting of shareowners, or at any adjournment thereof, or shareowners entitled to receive payment of any dividend, or in order to make a determination of shareowners for any other lawful action, the Board of Directors may fix, in advance, a record date for such determination of shareowners. Such date in case of a meeting of shareowners or other lawful action shall not be less than ten (10) days nor more than seventy (70) days prior to the date of such meeting or lawful action. If no record date is fixed by the Board of Directors or by statute for the determination of shareowners entitled to demand a special meeting as contemplated in Section 3.2 hereof, the record date shall be the date that the first shareowner signs the demand. When a determination of shareowners entitled to vote at any meeting of shareowners has been made as provided in this section, such determination shall apply to any adjournment thereof unless the meeting is adjourned to a date more than one hundred twenty (120) days after the date fixed for the original meeting in which event the Board of Directors must fix a new record date.




Section 3.5 SHAREOWNER LIST. - The Corporation shall have available, beginning two (2) business days after the notice of the meeting is given for which the list was prepared and continuing to the date of the meeting, a complete record of each shareowner entitled to vote at such meeting, or any adjournment thereof, showing the address of and number of shares held by each shareowner. The shareowner list shall be available for inspection by any shareowner during normal business hours at the Corporation’s principal office or at a place identified in the meeting notice in the city where the meeting will be held. The Corporation shall make the shareowners’ list available at the meeting and any shareowner or a designated agent or attorney may inspect the list at any time the meeting or any adjournment thereof.

Section 3.6 QUORUM AND VOTING REQUIREMENTS. - Shares entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of those shares exists with respect to that matter. A majority of the outstanding shares entitled to vote on a matter, represented in person or by proxy, shall constitute a quorum for action on that matter. If a quorum exists, except in the case of the election of Directors, action on a matter shall be approved if the votes cast favoring the action exceed the votes cast opposing the action, unless the Corporation’s Articles of Incorporation, any Bylaw adopted under authority granted in the Articles of Incorporation or statute requires a greater number of affirmative votes. Directors shall be elected by a plurality of the votes cast by the shares entitled to vote in the election of directors at a meeting at which a quorum is present. Though less than a quorum of the outstanding votes are represented at a meeting, a majority of the votes so represented may adjourn the meeting from time to time without further notice. At such adjourned meeting at which a quorum shall be present or represented, any business may be transacted which might have been transacted at the meeting as originally notified.

Section 3.7 CONDUCT OF MEETING. - The Chair of the Board shall preside at each meeting of shareowners. In the absence of the Chair of the Board, such persons, in the following order, shall act as chair of the meeting: the Chief Executive Officer, the President, any Vice President, the Director in attendance with the longest tenure in that office. The Corporate Secretary of the Corporation, or if such person is absent, an Assistant Corporate Secretary of the Corporation or other person appointed by the chair of the meeting shall act as secretary of each shareowner meeting.

Section 3.8 PROXIES. – At any Annual Meeting or Special Meeting, a shareowner entitled to vote may vote their shares in person or by proxy. A shareowner entitled to vote at an Annual Meeting or Special Meeting may appoint a proxy to vote or otherwise act for the shareowner by signing an appointment form or by an electronic transmission. An electronic transmission must contain or be accompanied by information from which one can determine that the shareowner authorized the electronic transmission. An appointment of a proxy is effective when a signed appointment form or an electronic transmission of the appointment is received by the inspector of election or the officer or agent of the Corporation authorized to tabulate votes. An appointment is valid for eleven months unless a longer period is expressly provided in the appointment.

Section 3.9 VOTING OF SHARES. - Except as provided in the Articles of Incorporation or statute, each outstanding share entitled to vote shall be entitled to one (1) vote upon each matter submitted to a vote at a meeting of shareowners.

Section 3.10 VOTING OF SHARES BY CERTAIN HOLDERS. - Shares standing in the name of another corporation may be voted by such officer, agent or proxy as the Bylaws of such corporation may prescribe, or, in the absence of such provision, as the Board of Directors of such corporation may determine.

Shares held by an administrator, executor, guardian or conservator may be voted by such person, either in person or by proxy, without a transfer of such shares into that person’s name. Shares standing in the name of a trustee may be voted by such trustee, either in person or by proxy, without a transfer of such shares into the trustee’s name. The Corporation may request evidence of such fiduciary status with respect to the vote, consent, waiver, or proxy appointment.

Shares standing in the name of a receiver or trustee in bankruptcy may be voted by such receiver or trustee, and shares held by or under the control of a receiver may be voted by such receiver without the transfer of the shares into such person's name if authority so to do is contained in an appropriate order of the court by which such receiver was appointed.

A pledgee, beneficial owner, or attorney-in-fact of the shares held in the name of a shareowner shall be entitled to vote such shares. The Corporation may request evidence of such signatory's authority to sign for the shareowner with respect to the vote, consent, waiver, or proxy appointment.




Neither issued but not outstanding shares nor shares held by another corporation, if a majority of the shares entitled to vote for the election of Directors of such other corporation is held by the Corporation, shall be voted at any meeting or counted in determining the total number of outstanding shares at any given time.


ARTICLE IV
BOARD OF DIRECTORS

Section 4.1 GENERAL POWER. - The business and affairs of the Corporation shall be managed under the direction of the Board of Directors.

Section 4.2 NUMBER, CLASSES & TERM. - The number of Directors of the Corporation shall be fixed from time to time exclusively by the Board of Directors pursuant to a resolution adopted by the affirmative vote of a majority of the total number of Directors that the Corporation would have if there were no vacancies, but shall not be less than seven (7) nor more than sixteen (16). The Directors of the Corporation shall be divided, with respect to the time for which they severally hold office, into three classes, as nearly equal in number as possible. At each Annual Meeting, the successors to the class of Directors whose terms shall expire at the time of such Annual Meeting shall be elected to hold office until the third succeeding Annual Meeting, and until their successors are duly elected and qualified.

Section 4.3 CHAIR OF THE BOARD. - The Board of Directors may designate one of the Directors to act as Chair of the Board of Directors. The Chair of the Board of Directors if not designated as the Chief Executive Officer of the Corporation shall assist the Board in the formulation of policies and may make recommendations therefore. Information as to the affairs of the Corporation in addition to that contained in the regular reports shall be furnished on request by and to the Chair. The Chair may make suggestions and recommendations to the Chief Executive Officer regarding any matters relating to the affairs of the Corporation and shall be available for consultation and advice.

Section 4.4 REMOVAL. - In the event the Chief Executive Officer resigns or retires from office or employment with the Corporation, the Chief Executive Officer shall simultaneously submit a resignation from the Board of Directors. In the event that the Chief Executive Officer is removed from such position by the Board of Directors, or is involuntarily terminated from employment with the Corporation, that person shall simultaneously submit a resignation from the Board of Directors.

Section 4.5 REGULAR MEETINGS. - Regular meetings of the Board of Directors shall be held at such time and place as may be determined by the Board of Directors, but in no event shall the Board meet less than once a year.

Section 4.6 SPECIAL MEETINGS. - Special meetings of the Board of Directors may be called by or at the request of the Chair of the Board, the Chief Executive Officer or any two (2) Directors. The Chief Executive Officer or Corporate Secretary may fix any place, either within or without the State of Iowa, whether in person or by telecommunications, as the place for holding any special meeting.

Section 4.7 NOTICE; WAIVER. - Notice of any meeting of the Board of Directors, unless otherwise provided pursuant to Section 4.5, shall be given at least two (2) days prior to the meeting by notice delivered to each Director. The notice need not describe the purpose of the meeting of the Board of Directors or the business to be transacted at such meeting. Any Director may waive notice of any meeting. The attendance of a Director at a meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of business because the meeting is not lawfully called or convened.

Section 4.8 QUORUM. - A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors, but if less than such majority is present at a meeting, a majority of the Directors present may adjourn the meeting to some other day without further notice.

Section 4.9 MEETING PARTICIPATION. - Any or all members of the Board of Directors, or any committee thereof, may participate in a regular or special meeting by, or to conduct the meeting through, the use of any means of communication by which all participating directors may simultaneously hear each other during the meeting. A director participating in a meeting by means of such communication is deemed to be present in person at the meeting.





Section 4.10 ACTION WITHOUT MEETING. - Any action required or permitted to be taken at any meeting of the Directors of the Corporation or of any Committee of the Board may be taken without a meeting if each of the Directors or all of the members of the Committee of the Board, as the case may be, “signed” (as defined in the Iowa Business Corporation Act) a consent in writing setting forth the action so taken. Such consent shall have the same force and effect as a unanimous vote at a meeting and shall be filed with the Corporate Secretary of the Corporation to be included in the official records of the Corporation. The action taken is effective when the last Director signs the consent unless the consent specifies a different effective date.

Section 4.11 PRESUMPTION OF ASSENT. - A Director of the Corporation who is present at a meeting of the Board of Directors at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless (a) the Director objects at the beginning of the meeting or promptly upon arrival to the holding of or transacting business at the meeting, (b) the Director's dissent or abstention shall be entered in the minutes of the meeting, or (c) the Director delivers written notice of the Director’s dissent or abstention with the presiding officer of the meeting before the adjournment thereof or to the Corporation immediately after the adjournment of the meeting. Such right to dissent or abstain shall not apply to a Director who voted in favor of such action.

Section 4.12 VACANCIES. - Except as provided below, any vacancy occurring in the Board of Directors or on any Committee of the Board of Directors and any directorship to be filled by reason of an increase in the number of Directors may be filled by the affirmative vote of a majority of the Directors then in office, even if less than a quorum of the Board of Directors. The Director or Directors so chosen shall hold office until the next election of the Class for which such Director or Directors shall have been chosen and until their successors shall have been duly elected and qualified.

Section 4.13 COMPENSATION. - Non-management Directors, the Chair of the Board if non-management, the Lead Independent Director and Board Committee Chairs shall receive reasonable compensation for their services, consistent with the market practices of other similarly situated companies. Directors who are employees of the Corporation shall receive no fees for serving as Directors. Board compensation will be determined by the Nominating and Corporate Governance Committee with discussion and concurrence by the Board of Directors.


ARTICLE V
COMMITTEES

Section 5.1 COMMITTEES. - The Board of Directors, by resolution adopted by the affirmative vote of a majority of all the directors then in office, may create one or more Committees (each such Committee to consist of one or more members of the Board of Directors), appoint members of the Board of Directors to serve on such Committees and designate other members of the Board of Directors to serve as alternates. Each such Committee shall (i) consist of the number of directors with the requisite qualifications, (ii) have the responsibilities and authority, (iii) meet such number of times per year and (iv) report the actions taken by such Committee to the Board of Directors, in each case as set forth in such Committee’s Charter approved from time to time by the Board of Directors subject to the Wisconsin Business Corporation Law, the Articles of Incorporation and these Bylaws. Subject to the Articles of Incorporation and these Bylaws, and unless otherwise provided by resolution of the Board of Directors, each Committee may make its own rules of procedure, shall meet where and as provided by such rules and shall keep regular minutes of its meetings. Unless otherwise provided by resolution of the Board of Directors, each Committee may employ counsel, accountants and other consultants to assist it in the exercise of its authority.

Section 5.2 CERTAIN COMMITTEE ACTIONS. To the extent specified by these Bylaws or by resolution of the Board of Directors a Committee may exercise the authority of the Board of Directors, except that a Committee may not do any of the following: (a) authorize or approve distributions, except according to a formula or method, or within limits, prescribed by the Board of Directors; (b) approve or propose to shareowners action that the Iowa Business Corporation Act requires to be approved by shareowners; (c) fill vacancies on the Board of Directors; or (d) adopt, amend or repeal bylaws.


ARTICLE VI
OFFICERS

Section 6.1 OFFICERS. - The Board of Directors shall elect a Chief Executive Officer, a President, a Corporate Secretary, a Treasurer, a Controller, as well as all executive officers as defined by the rules and regulations of the Securities and Exchange Commission (for this Article VI only, the “Officers”). The Chief Executive Officer may appoint such other officers and assistant officers, including those designated as Vice Presidents, as may be deemed necessary. The same person may simultaneously hold more than one such office.




Section 6.2 TERM OF OFFICERS. - All officers, unless sooner removed, shall hold their respective offices until their successors, willing to serve, shall have been elected but any officer may be removed from office at any time by the Board of Directors.

Section 6.3 REMOVAL OF OFFICERS. - Any Officer may be removed by the Board of Directors whenever in its judgment the best interests of the Corporation will be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of an Officer by the Board of Directors or an officer by the Chief Executive Officer, as the case may be, shall not of itself create contract rights.

Section 6.4 CHIEF EXECUTIVE OFFICER. - Subject to the control of the Board of Directors the Chief Executive Officer designated by the Board of Directors shall have and be responsible for the general management and direction of the business of the Corporation, shall establish the lines of authority and supervision of the Officers and employees of the Corporation, shall have the power to appoint and remove and discharge any and all agents and employees of the Corporation not elected or appointed directly by the Board of Directors, and shall assist the Board in the formulation of policies of the Corporation.

Section 6.5 PRESIDENT. - The President, when not designated as and does not have the powers of the Chief Executive Officer, shall have such other powers and duties as may from time to time be prescribed by the Board of Directors or be delegated by the Chief Executive Officer.

Section 6.6 VICE PRESIDENTS. - The Vice Presidents shall have such powers and duties as may be prescribed by the Board of Directors and the Chief Executive Officer. The execution of any instrument of the Corporation by any Vice President shall be conclusive evidence, as to third parties, of their authority to act in the stead of the Chief Executive Officer and the President. Any Vice President may be designated as being senior in rank or degree of responsibility and may be accorded an appropriate title designating rank, such as “Senior Vice President” or “Executive Vice President.”

Section 6.7 CORPORATE SECRETARY. - The Corporate Secretary shall attend all meetings of the Board of Directors, shall keep a record thereof in proper books to be provided for that purpose, and shall be responsible for the custody and care of the corporate seal, corporate records and minute books of the Corporation, and of all other books, documents and papers as in the practical business operation of the Corporation shall naturally belong in the office or custody of the Corporate Secretary, or shall be placed in the custody of the Corporate Secretary by the Chief Executive Officer or by the Board of Directors. The Corporate Secretary shall also act as Corporate Secretary of all shareowners’ meetings, and keep a record thereof. The Corporate Secretary shall, except as may be otherwise required by statute or by these Bylaws, sign, issue and publish all notices required for meetings of shareowners and of the Board of Directors. The Corporate Secretary shall be responsible for the custody of the stock books of the Corporation and shall keep a suitable record of the addresses of shareowners. The Corporate Secretary shall sign stock certificates, bonds and mortgages, and all other documents and papers to which the Corporate Secretary’s signature may be necessary or appropriate, shall affix the seal of the Corporation to all instruments requiring the seal, and shall have such other powers and duties as are commonly incidental to the office of Corporate Secretary, or as may be prescribed by the President or by the Board of Directors.

Section 6.8 TREASURER. - The Treasurer shall have charge of, and be responsible for, the collection, receipt, custody and disbursement of the funds of the Corporation, and shall deposit its funds in the name of the Corporation in such banks or trust companies as the Treasurer shall designate and shall keep a proper record of cash receipts and disbursements. The Treasurer shall be responsible for the custody of such books, receipted vouchers and other books and papers as in the practical business operation of the Corporation shall naturally belong in the office or custody of the Treasurer, or shall be placed in the Treasurer’s custody by the President, or by the Board of Directors. The Treasurer shall sign checks, drafts, and other paper providing for the payment of money by the Corporation for operating purposes in the usual course or business. The Treasurer may, in the absence of the Corporate Secretary and Assistant Corporate Secretaries sign stock certificates. The Treasurer shall have such other powers and duties as are commonly incidental to the office of Treasurer, or as may be prescribed by the President or by the Board of Directors.




Section 6.9 CONTROLLER. - The Controller shall be the principal accounting Officer of the Corporation. The Controller shall have full access to all minutes, contracts, correspondence and other papers and records of the Corporation relating to its business matters, and shall be responsible for the custody of such books and documents as shall naturally belong in the custody of the Controller and as shall be placed in the Controller’s custody by the President or by the Board of Directors. The Controller shall have such other powers and duties as are commonly incidental to the office of Controller, or as may be prescribed by the President or by the Board of Directors.

Section 6.10 ASSISTANT OFFICERS. - The Assistant Corporate Secretaries, Assistant Treasurers, Assistant Controllers, and other Assistant Officers shall respectively assist the Corporate Secretary, Treasurer, Controller, and other Officers of the Corporation in the performance of the respective duties assigned to such principal Officer, and in assisting their principal Officer each assistant Officer shall to that extent and for such purpose have the same powers as such person’s principal Officer. The powers and duties of any such principal Officer shall temporarily devolve upon an assistant Officer in case of the absence, disability, death, resignation or removal from office of such principal Officer.


ARTICLE VII
CERTIFICATES FOR SHARES AND THEIR TRANSFER

Section 7.1 CERTIFICATES FOR SHARES. - Each certificate representing shares of the Corporation shall state upon the face (a) that the Corporation is organized under the laws of the State of Iowa, (b) the name of the person to whom issued, and (c) the number and class of shares, and the designation of the series, if any, which such certificate represents, and each such certificate shall otherwise be in such form as shall be determined by the Board of Directors. Such certificates shall be signed either manually or in facsimile by the Chair of the Board, or the Chief Executive Officer or the President and by the Corporate Secretary or an Assistant Corporate Secretary and shall be sealed with the corporate seal or a facsimile thereof. Any signature upon a certificate on behalf of a transfer agent and registrar may be manual or in facsimile. In case any officer or other authorized person who has signed or whose facsimile signature has been placed upon such certificate for the Corporation shall have ceased to be such officer or employee or agent before such certificate is issued, it may be issued by the Corporation with the same effect as if such person where an officer or employee or agent at the date of its issue. Each certificate for shares shall be consecutively numbered or otherwise identified.

All certificates surrendered to the Corporation for transfer shall be canceled and no new certificate shall be issued until the former certificate for a like number of shares shall have been surrendered and canceled, except that in case of a lost, destroyed or mutilated certificate a new one may be issued therefor upon such terms and indemnity to the Corporation as the Board of Directors may prescribe.

Section 7.2. TRANSFER OF SHARES. - Transfer of shares of the Corporation shall be made only on the stock transfer books of the Corporation by the holder of record thereof or by such person's legal representative, who shall furnish proper evidence of authority to transfer, or authorized attorney, by power of attorney duly executed and filed with the Corporate Secretary of the Corporation, and on surrender for cancellation of the certificate for such shares.

Subject to the provisions of Section 3.10 of Article III of these Bylaws, the person in whose name shares stand on the books of the Corporation shall be treated by the Corporation as the owner thereof for all purposes, including all rights deriving from such shares, and the Corporation shall not be bound to recognize any equitable or other claim to, or interest in, such shares or rights deriving from such shares, on the part of any other person, including (without limitation) a purchaser, assignee or transferee of such shares, or rights deriving from such shares, unless and until such purchaser, assignee, transferee or other person becomes the record holder of such shares, whether or not the Corporation shall have either actual or constructive notice of the interest of such purchaser, assignee, transferee or other person. Except as provided in said Section 3.10 hereof, no such purchaser, assignee, transferee or other person shall be entitled to receive notice of the meetings of shareowners, to vote at such meetings, to examine the complete record of the shareowners entitled to vote at meetings, or to own, enjoy or exercise any other property or rights deriving from such shares against the Corporation, until such purchaser, assignee, transferee or other person has become the record holder of such shares.

Section 7.3 LOST, DESTROYED OR STOLEN CERTIFICATES. - When the owner claims that certificates for shares have been lost, destroyed or wrongfully taken, a new certificate shall be issued in place thereof if the owner (a) so requests before the Corporation has notice that such shares have been acquired by a bona fide purchaser, (b) files with the Corporation a sufficient indemnity bond if required by the Corporation and (c) satisfies such other reasonable requirements as may be provided by the Corporation.




Section 7.4 STOCK REGULATIONS. - The Board of Directors shall have the power and authority to make all such further rules and regulations not inconsistent with law as it may deem expedient concerning the issue, transfer and registration of shares of the Corporation.

Section 7.5 SHARES WITHOUT CERTIFICATES. - The Board of Directors hereby authorizes the issuance of any shares of its classes or series without certificates to the full extent that the Corporate Secretary determines that such issuance is allowed by applicable law and rules of any national securities exchange on which such shares are listed, any such determination to be conclusively evidenced by the delivery to the Corporation's transfer agent and registrar by the Corporate Secretary of a certificate referring to this Bylaw and providing instructions of the Corporate Secretary to the transfer agent and registrar to issue any such shares without certificates in accordance with applicable law. In any event, the foregoing authorization does not affect shares already represented by certificates until the certificates are surrendered to the Corporation.


ARTICLE VIII
INDEMNIFICATION AND LIABILITY OF DIRECTOR AND OFFICERS

Section 8.1 CERTAIN DEFINITIONS. - The following capitalized terms (including any plural forms thereof) used in this Article VIII shall be defined for purposes of this Article VIII as follows:

a) “Authority” shall mean the persons or entity selected by the Director or Officer to determine such person’s right to indemnification pursuant to Section 8.4.

(b) “Board” shall mean the entire then elected and serving Board of Directors of the Corporation, including without limitation all members thereof who are Parties to the subject Proceeding or any related Proceeding.

(c) “Corporation,” as used in this Article VIII and as defined in the Statute and incorporated by reference into the definitions of certain other capitalized terms used herein, shall mean this Corporation, including, without limitation, any successor corporation or entity to this corporation by way of merger, consolidation or acquisition of all or substantially all of the capital stock or assets of this Corporation.

(d) “Corporation Affiliate” shall include, without limitation, any corporation, partnership, limited liability company, joint venture, employee benefit plan, trust or other enterprise, whether domestic or foreign, that is an Affiliate (as defined in Section 3.2(c)(i) of these Bylaws) of the Corporation.

(e) “Director or Officer” shall have the meaning set forth in the Statute; provided, that, for purposes of this Article VIII, (i) “Director or Officer” shall include a director or officer of a Subsidiary (whether or not otherwise serving as a Director or Officer), (ii) the term “employee benefit plan” as used in Section 490.850(2) of the Statute shall include an employee benefit plan sponsored, maintained or contributed to by a Subsidiary and (iii) it shall be conclusively presumed that any Director or Officer serving as a director, officer, partner, member, trustee, member of any governing or decision‑making committee, manager, employee or agent of a Corporation Affiliate shall be so serving at the request of the Corporation.

(f) “Disinterested Quorum” shall mean a quorum of the Board who are “disinterested directors” (as defined in Section 490.850(3) of the Statute.

(g) “Expenses” shall mean and include fees, costs, charges, disbursements, attorney fees and any other expenses incurred in connection with a Proceeding.

(h) “Special Legal Counsel” shall mean a law firm, or a member of a law firm, or an independent practitioner that is experienced in matters of relevant corporation law and neither presently is, nor in the past three years has been, retained to represent (i) the Corporation or any Director or Officer in any matter material to such party (other than with respect to matters concerning the Director or Officer under this Article VIII), or (ii) any other party to the Proceeding giving rise to a claim for indemnification hereunder. Notwithstanding the foregoing, the term “Special Legal Counsel” shall not include any person who, under the applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Corporation or the Director or Officer in an action to determine the Director’s or Officer’s rights.

(i) “Liability” shall mean and include the obligation to pay a judgment, settlement, penalty, assessment, forfeiture or fine, including an excise tax assessed with respect to an employee benefit plan, and reasonable Expenses.




(j) “Party” shall have the meaning set forth in the Statute; provided, that, for purposes of this Article VIII, the term “Party” shall also include any Director or Officer or employee of the Corporation who is or was a witness in a Proceeding at a time when such person has not otherwise been formally named a Party thereto.

(k) “Proceeding” shall have the meaning set forth in the Statute; provided, that for purposes of this Article VIII, the term “Proceeding” shall include without limitation all Proceedings (i) brought under (in whole or in part) the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, their respective state counterparts, and/or any rule or regulation promulgated under any of the foregoing; (ii) brought before an Authority or otherwise to enforce rights hereunder; (iii) involving any appeal from a Proceeding; and (iv) in which the Director or Officer is a plaintiff or petitioner because such person is a Director or Officer; provided, however, that any such Proceeding under this subsection (iv) must be authorized by a majority vote of a Disinterested Quorum.

(l) “Statute” shall mean Sections 490.850 through 490.859, inclusive, of the Iowa Business Corporation Act, Chapter 490 of the Iowa Statutes, as the same shall then be in effect, including any amendments thereto, but, in the case of any such amendment, only to the extent such amendment permits or requires the Corporation to provide broader indemnification rights than the Statute permitted or required the Corporation to provide prior to such amendment.

(m) “Subsidiary” shall mean any direct or indirect subsidiary of the Corporation as determined for financial reporting purposes, whether domestic or foreign.

Section 8.2 MANDATORY INDEMNIFICATION OF DIRECTORS AND OFFICERS. - To the fullest extent permitted or required by the Statute, the Corporation shall indemnify a Director or Officer against all Liabilities incurred by or on behalf of such Director or Officer in connection with a Proceeding in which the Director or Officer is a Party because such person is or was a Director or Officer, and this Section 8.2 shall be deemed to satisfy the requirement for authorization referred to in Section 490.855(3) of the Statute.

Section 8.3 PROCEDURAL REQUIREMENTS.

(a) A Director or Officer who seeks indemnification under Section 8.2 shall make a written request therefor to the Corporation. Subject to Section 8.3(b), within sixty days of the Corporation’s receipt of such request, the Corporation shall pay or reimburse the Director or Officer for the entire amount of Liabilities incurred by the Director or Officer in connection with the subject Proceeding (net of any Expenses previously advanced pursuant to Section 8.5).

(b) No indemnification shall be required to be paid by the Corporation pursuant to Section 8.2 if, within such sixty‑day period, (i) a Disinterested Quorum, by a majority vote thereof, determines that the Director or Officer requesting indemnification has not met the relevant standard of conduct described in Section 490.851 of the Statute or Section 490.856 of the Statute, as the case may be, or (ii) a Disinterested Quorum cannot be obtained.

(c) In case of nonpayment pursuant to Section 8.3(b), the Board shall immediately authorize by resolution that an Authority, as provided in Section 8.4, determine whether the Director or Officer has met the relevant standard of conduct described in Section 490.851 of the Statute or Section 490.856 of the Statute, as the case may be, and, therefore, whether indemnification should be denied hereunder.

(d) (i) If the Board does not authorize an Authority to determine the Director’s or Officer’s right to indemnification hereunder within such sixty‑day period and/or (ii) if indemnification of the requested amount of Liabilities is paid by the Corporation, then it shall be conclusively presumed for all purposes that a Disinterested Quorum has affirmatively determined that the Director or Officer has met the relevant standard of conduct described in Section 490.851 of the Statute or Section 490.856 of the Statute, as the case may be, and, in the case of subsection (i) above (but not subsection (ii)), indemnification by the Corporation of the requested amount of Liabilities shall be paid to the Director or Officer immediately.

Section 8.4 DETERMINATION OF INDEMNIFICATION.

(a) If the Board authorizes an Authority to determine a Director’s or Officer’s right to indemnification pursuant to Section 8.3, then the Director or Officer requesting indemnification shall have the absolute discretionary authority to select one of the following as such Authority:

(i) A Special Legal Counsel mutually selected by such Director or Officer and by a majority vote of a Disinterested Quorum or, if a Disinterested Quorum cannot be obtained, then by a majority vote of the Board; or

(ii) A court pursuant to and in accordance with Section 490.854 of the Statute.




(b) In any such determination by the selected Authority, there shall exist a rebuttable presumption that the Director or Officer has met the relevant standard of conduct described in Section 490.851 of the Statute or Section 490.856 of the Statute, as the case may be, and that indemnification against the requested amount of Liabilities is required. The burden of rebutting such a presumption by clear and convincing evidence shall be on the Corporation or such other party asserting that such indemnification should not be allowed.

(c) The Authority shall make its determination within sixty days of being selected and shall submit a written opinion of its conclusion simultaneously to both the Corporation and the Director or Officer. If the Authority shall not have made a determination within such sixty-day period, then it shall be conclusively presumed for all purposes that the Authority has determined that the Director or Officer has a right to indemnification pursuant to Section 8.3 and the Director or Officer shall be entitled to such indemnification, absent (1) a misstatement by the Director or Officer of a material fact, or an omission of a material fact necessary to make the Director’s or Officer’s statement not materially misleading, in connection with the request for indemnification, or (2) an express prohibition under applicable law against determining the Director’s or Officer’s entitlement to indemnification in this matter; provided, however, that such sixty-day period may be extended for a reasonable time, not to exceed an additional thirty days, if the person, persons or entity making the determination with respect to entitlement to indemnification in good faith requires such additional time for the obtaining or evaluating of documentation and/or information relating thereto.

(d) If the Authority determines (or is deemed to have determined) that indemnification is required hereunder, then the Corporation shall pay the entire requested amount of Liabilities (net of any Expenses previously advanced pursuant to Section 8.5), including interest thereon at a reasonable rate, as determined by the Authority, within ten days of receipt of the Authority’s opinion; provided, that, if it is determined by the Authority that a Director or Officer is entitled to indemnification against Liabilities’ incurred in connection with some claims, issues or matters, but not as to other claims, issues or matters, involved in the subject Proceeding, then the Corporation shall be required to pay (as set forth above) only the amount of such requested Liabilities as the Authority shall deem appropriate in light of all of the circumstances of such Proceeding.

(e) The determination by the Authority that indemnification is required hereunder shall be binding upon the Corporation, regardless of any prior determination that the Director or Officer has not met the relevant standard of conduct described in Section 490.851 of the Statute or Section 490.856 of the Statute, as the case may be.

    (f) All Expenses incurred in the determination process under this Section 8.4 by either the Corporation or the Director or Officer, including, without limitation, all Expenses of the selected Authority, shall be paid by the Corporation.

Section 8.5 MANDATORY ADVANCE OF EXPENSES.

(a) The Corporation shall pay or reimburse from time to time or at any time, within ten days after the receipt of the Director’s or Officer’s written request therefor, the reasonable Expenses of the Director or Officer as such Expenses are incurred, and this Section 8.5 shall be deemed to satisfy the requirement for authorization referred to in Section 490.853(3) of the Statute; provided, the following conditions are satisfied:


(i) The Director or Officer furnishes to the Corporation an executed written affirmation of such person’s good faith belief that such person has met the relevant standard of conduct described in Section 490.851 of the Statute or Section 490.856 of the Statute, as the case may be, or, in the case of a Director, that the Proceeding involved conduct for which liability has been eliminated under a provision of the Articles of Incorporation; and

(ii) The Director or Officer furnishes to the Corporation an unsecured executed written undertaking to repay any funds advanced made under this Section 8.5 if it is ultimately determined by an Authority that such person is not entitled to be indemnified by the Corporation for such Expenses pursuant to Section 8.4.

(b) If the Director or Officer must repay any previously advanced Expenses pursuant to this Section 8.5, then such Director or Officer shall not be required to pay interest on such amounts.





Section 8.6 INDEMNIFICATION AND ALLOWANCE OF EXPENSES OF CERTAIN OTHERS.

(a) The Board may, in its sole and absolute discretion as it deems appropriate, pursuant to a majority vote thereof, indemnify a director or officer of a Corporation Affiliate (who is not otherwise serving as a Director or Officer) against all Liabilities, and shall advance the reasonable Expenses, incurred by such director or officer in a Proceeding to the same extent hereunder as if such director or officer incurred such Liabilities because such person was a Director or Officer, if such director or officer is a Party thereto because such person is or was a director or officer of the Corporation Affiliate.

(b) The Corporation shall indemnify an employee who is not a Director or Officer, to the extent such person has been successful on the merits or otherwise in defense of a Proceeding, for all reasonable Expenses incurred in the Proceeding if the employee was a Party because such person was an employee of the Corporation.

(c) The Board may, in its sole and absolute discretion as it deems appropriate, pursuant to a majority vote thereof, indemnify (to the extent not otherwise provided in Section 8.6(b)) against Liabilities incurred by, and/or provide for the allowance of reasonable Expenses of, an employee or authorized agent of the Corporation acting within the scope of their duties as such and who is not a Director or Officer.

Section 8.7 INSURANCE. - The Corporation may purchase and maintain insurance on behalf of a Director or Officer or any individual who is or was an employee or authorized agent of the Corporation against any Liability asserted against or incurred by such individual in their capacity as such or arising from their status as such, regardless of whether the Corporation is required or permitted to indemnify against any such Liability under this Article VIII.

Section 8.8 NOTICE TO THE CORPORATION. - A Director or Officer or an employee of the Corporation shall promptly notify the Corporation in writing when such person has actual knowledge of a Proceeding that may result in a claim of indemnification against Liabilities or allowance of Expenses hereunder, but the failure to do so shall not relieve the Corporation of any liability to the Director or Officer or employee hereunder unless the Corporation shall have been irreparably prejudiced by such failure (as determined, in the case of Directors or Officers only, by an Authority selected pursuant to Section 8.4(a)).

Section 8.9 SEVERABILITY. - If any provision of this Article VIII shall be deemed invalid or inoperative, or if a court of competent jurisdiction determines that any of the provisions of this Article VIII contravene public policy, then this Article VIII shall be construed so that the remaining provisions shall not be affected, but shall remain in full force and effect, and any such provisions which are invalid or inoperative or which contravene public policy shall be deemed, without further action or deed by or on behalf of the Corporation, to be modified, amended and/or limited, but only to the extent necessary to render the same valid and enforceable; it being understood that it is the Corporation’s intention to provide Directors and Officers with the broadest possible protection against personal liability allowable under the Statute.

Section 8.10 NONEXCLUSIVITY OF ARTICLE VIII. - The rights of a Director or Officer or an employee of the Corporation (or any other person) granted under this Article VIII shall not be deemed exclusive of any other rights to indemnification against Liabilities or allowance of Expenses which the Director or Officer or employee of the Corporation (or such other person) may be entitled to under any written agreement, Board resolution, vote of shareowners of the Corporation or otherwise, including, without limitation, under the Statute. Nothing contained in this Article VIII shall be deemed to limit the Corporation’s obligations to indemnify against Liabilities or allow Expenses to a Director or Officer or an employee of the Corporation under the Statute.

Section 8.11 CONTRACTUAL NATURE OF ARTICLE VIII; REPEAL OR LIMITATION OF RIGHTS. - This Article VIII shall be deemed to be a contract between the Corporation and each Director or Officer and employee of the Corporation and any repeal or other limitation of this Article VIII or any repeal or limitation of the Statute or any other applicable law shall not limit any rights of indemnification against Liabilities or allowance of Expenses then existing or arising out of events, acts or omissions occurring prior to such repeal or limitation, including, without limitation, the right to indemnification against Liabilities or allowance of Expenses for Proceedings commenced after such repeal or limitation to enforce this Article VIII with regard to acts, omissions or events arising prior to such repeal or limitation. If the Statute is amended to permit or require the Corporation to provide broader indemnification rights than this Article VIII permits or requires, then this Article VIII shall be automatically amended and deemed to incorporate such broader indemnification rights.






ARTICLE IX
MISCELLANEOUS

Section 9.1 FISCAL YEAR. - The fiscal year of the Corporation shall be the calendar year.

Section 9.2 DIVIDENDS. - Subject to the provisions of law or the Articles of Incorporation, the Board of Directors may, at any regular or special meeting, declare dividends upon the capital stock of the Corporation payable out of surplus (whether earned or paid-in) or profits as and when they deem expedient. Before declaring any dividend there may be set apart out of surplus or profits such sum or sums as the directors from time to time in their discretion deem proper for working capital or as a reserve fund to meet contingencies or for such other purposes as the directors shall deem conducive to the interests of the Corporation.

Section 9.3 CONTRACTS, CHECKS, DRAFTS, DEEDS, LEASES AND OTHER INSTRUMENTS. - All contracts, checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation, shall be signed by such officer or officers, agent or agents of the Corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors or corporate policy adopted by the Board of Directors. The Board may authorize by resolution or corporate policy adopted by the Board of Directors any officer or officers to enter into and execute any contract or instrument of indebtedness in the name of the Corporation, and such authority may be general or confined to specific instances. All funds of the Corporation not otherwise employed shall be deposited from time to time to the credit of the Corporation in such banks or other depositories as the Treasurer may authorize.

All contracts, deeds, mortgages, leases or instruments that require the corporate seal of the Corporation to be affixed thereto shall be signed by the President or a Vice President, and by the Corporate Secretary, or an Assistant Corporate Secretary, or by such other officer or officers, or person or persons, as the Board of Directors may by resolution or corporate policy adopted by the Board of Directors prescribe.

Section 9.4 VOTING OF SHARES OWNED BY THE CORPORATION. - Subject always to the specific directions of the Board of Directors, any share or shares of stock issued by any other corporation and owned or controlled by the Corporation may be voted at any shareowners' meeting of such other corporation by the Chief Executive Officer of the Corporation, if present, or if absent by any other officer of the Corporation who may be present. Whenever, in the judgment of the Chief Executive Officer, or if absent, of any officer, it is desirable for the Corporation to execute a proxy or give a shareowners' consent in respect to any share or shares of stock issued by any other corporation and owned by the Corporation, such proxy or consent shall be executed in the name of the Corporation by the Chief Executive Officer or one of the officers of the Corporation and shall be attested by the Corporate Secretary or an Assistant Corporate Secretary of the Corporation without necessity of any authorization by the Board of Directors. Any person or persons designated in the manner above stated as the proxy or proxies of the Corporation shall have full right, power and authority to vote the share or shares of stock issued by such other corporation and owned by the Corporation in the same manner as such share or shares might be voted by the Corporation.

Section 9.5 NOTICES. - Whenever any statute, the Articles of Incorporation of these Bylaws requires the Corporation to deliver notice to any shareowner or Director, such notice may be delivered in writing by mail or by “electronic transmission” (as defined in the Iowa Business Corporation Act). Written notice pursuant to the foregoing sentence shall be deemed to be effective (a) when mailed, if mailed postpaid and addressed to the shareowner’s address shown in the Corporation’s current record of shareowners or to the Director’s address that the Director has designated to the Corporate Secretary of the Corporation or (b) when electronically transmitted to the shareowner in a manner authorized by the shareowner or to the Director as the Director may have designated to the Corporate Secretary of the Corporation. Notice to Directors may also be given in person; by other method of delivery (meaning any method of delivery used in conventional commercial practice, including delivery by hand, commercial overnight delivery or private carrier); by telephone, voice mail, or other electronic means. Oral notice is effective when communicated. Other written notice is effective as follows: if delivered by hand or by private carrier, when received; if given by commercial overnight delivery, on the day the service undertakes to make delivery; and if given by facsimile, at the time transmitted to a facsimile number the recipient has provided.






ARTICLE X
AMENDMENT OR REPEAL OF BYLAWS

Section 10.1 AMENDMENTS BY BOARD OF DIRECTORS. - Except as otherwise provided by the Iowa Business Corporation Act or the Articles of Incorporation, these Bylaws may be amended or repealed and new Bylaws may be adopted by the Board of Directors by the affirmative vote of a majority of the number of directors present at any meeting at which a quorum is in attendance; provided, however, that the shareowners in adopting, amending or repealing a particular Bylaw may provide therein that the Board of Directors may not amend, repeal or readopt that Bylaw.

Section 10.2 IMPLIED AMENDMENT. - Any action taken or authorized by the shareowners or by the Board of Directors which would be inconsistent with the Bylaws then in effect but which is taken or authorized by affirmative vote of not less than the number of shares or the number of directors required to amend the Bylaws so that the Bylaws would be consistent with such action shall be given the same effect as though the Bylaws had been temporarily amended or suspended so far, but only so far, as is necessary to permit the specific action so taken or authorized.


Exhibit 3.3
AMENDED AND RESTATED BYLAWS
OF
WISCONSIN POWER AND LIGHT COMPANY
Effective as of July 31, 2026

ARTICLE I
OFFICES

Section 1.1 PRINCIPAL AND BUSINESS OFFICES. - The Corporation may have such principal and other business offices, either within or without the State of Wisconsin, as the Board of Directors may designate or as the business of the Corporation may require from time to time.

Section 1.2 REGISTERED OFFICE. - The registered office of the Corporation required by the Wisconsin Business Corporation Law to be maintained in the State of Wisconsin may be, but need not be, identical with the principal office in the State of Wisconsin, and the address of the registered office may be changed from time to time by the Board of Directors or by the registered agent. The business office of the registered agent of the Corporation shall be identical to such registered office.

ARTICLE II
SEAL

Section 2.1 CORPORATE SEAL. - The corporate seal shall have inscribed thereon the name of the Corporation and the words “CORPORATE SEAL, WISCONSIN.” Said seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced.

ARTICLE III
SHAREOWNERS

Section 3.1. ANNUAL MEETING. - The Annual Meeting of Shareowners shall be held at such date and time as the Board of Directors may determine. The Board of Directors may designate any place, either within or without the State of Wisconsin, as the place for the Annual Meeting. If no designation is made, the place of the Annual Meeting shall be the principal office of the Corporation. The Annual Meeting shall be held for the purposes of electing Directors and of transacting such other business as may properly come before the meeting.

Section 3.2 SPECIAL MEETINGS. - Special Meetings of the Shareowners may be called by the Board of Directors or the Chief Executive Officer. The Corporation shall call a Special Meeting of Shareowners in the event that the holders of at least ten percent (10%) of all of the votes entitled to be cast on any issue request a special meeting be held.

Section 3.3 NOTICE OF MEETINGS - WAIVER. - Notice of the time and place of each Annual or Special Meeting of Shareowners shall be sent by mail to the recorded address of each shareowner (other than a shareowner that the Corporation is not required to give such notice to under the Wisconsin Business Corporation Law) not less than ten (10) days nor more than sixty (60) days before the date of the meeting, except in cases where other special method of notice may be required by Wisconsin Business Corporation Law, in which case the statutory method shall be followed. The notice of a Special Meeting shall state the purpose of the meeting. If an Annual or Special Meeting of shareowners is adjourned to a different date, time or place, the Corporation shall not be required to give notice of the new date, time or place if the new date, time or place is announced at the meeting before adjournment; provided, however, that if a new record date for an adjourned meeting is or must be fixed, the Corporation shall give notice of the adjourned meeting to persons who are shareowners as of the new record date. Notice of any meeting of the shareowners may be waived by any shareowner.

Section 3.4 FIXING OF RECORD DATE. - For the purpose of determining shareowners entitled to notice of, or to vote at, any meeting of shareowners, or at any adjournment thereof, or shareowners entitled to receive payment of any dividend, or in order to make a determination of shareowners for any other lawful action, the Board of Directors may fix, in advance, a record date for such determination of shareowners. Such date in case of a meeting of shareowners or other lawful action shall not be more than seventy (70) days prior to the date of such meeting or lawful action. If no record date is fixed by the Board of Directors or by statute for the determination of shareowners entitled to demand a special meeting as contemplated in Section 3.2 hereof, the record date shall be the date that the first shareowner signs the demand. When a determination of shareowners entitled to vote at any meeting of shareowners has been made as provided in this section, such determination shall apply to any adjournment thereof unless the meeting is adjourned to a date more than one hundred twenty (120) days after the date fixed for the original meeting in which event the Board of Directors must fix a new record date.



Section 3.5 SHAREOWNER LIST. - The Corporation shall have available, beginning two (2) business days after the notice of the meeting is given for which the list was prepared and continuing to the date of the meeting, a complete record of each shareowner entitled to vote at such meeting, or any adjournment thereof, showing the address of and number of shares held by each shareowner. The shareowner list shall be available for inspection by any shareowner during normal business hours at the Corporation’s principal office or at a place identified in the meeting notice in the city where the meeting will be held. The Corporation shall make the shareowners’ list available at the meeting and any shareowner or a designated agent or attorney may inspect the list at any time the meeting or any adjournment thereof.

Section 3.6 QUORUM AND VOTING REQUIREMENTS. - Shares entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of those shares exists with respect to that matter. A majority of the outstanding shares entitled to vote on a matter, represented in person or by proxy, shall constitute a quorum for action on that matter. If a quorum exists, except in the case of the election of directors, action on a matter shall be approved if the votes cast favoring the action exceed the votes cast opposing the action, unless the Corporation’s Articles of Incorporation, any Bylaw adopted under authority granted in the Articles of Incorporation or statute requires a greater number of affirmative votes. Directors shall be elected by a plurality of the votes cast by the shares entitled to vote in the election of directors at a meeting at which a quorum is present. Though less than a quorum of the outstanding votes are represented at a meeting, a majority of the votes so represented may adjourn the meeting from time to time without further notice. At such adjourned meeting at which a quorum shall be present or represented, any business may be transacted which might have been transacted at the meeting as originally notified.

Section 3.7 CONDUCT OF MEETING. - The Chair of the Board shall preside at each meeting of shareowners. In the absence of the Chair of the Board, such persons, in the following order, shall act as chair of the meeting: the Chief Executive Officer, the President, any Vice President, the Director in attendance with the longest tenure in that office. The Corporate Secretary of the Corporation, or if such person is absent, an Assistant Corporate Secretary, of the Corporation or other person appointed by the chair of the meeting shall act as secretary of each shareowner meeting. The Board of Directors may, to the extent not prohibited by law, adopt by resolution such rules and regulations for the conduct of an Annual Meeting or Special Meeting as it shall deem appropriate. Except to the extent inconsistent with such rules and regulations as adopted by the Board of Directors, the chair of the meeting shall have the right and authority to prescribe such rules, regulations or procedures and to do such acts as, in the judgment of the chair of the meeting, are appropriate for the proper conduct of an Annual Meeting or Special Meeting. Such rules, regulations or procedures, whether adopted by the Board of Directors or prescribed by the chair of the meeting, may to the extent not prohibited by law include, without limitation, the following: (a) the establishment of an agenda or order of business for the meeting and time of adjournment of the meeting; (b) rules and procedures for maintaining order at the meeting and the safety of those present; (c) limitations on attendance at or participation in the meeting to shareowners of record of the corporation, their duly authorized and constituted proxies (which shall be reasonable in number) or such other persons as the chair of the meeting shall determine; (d) restrictions on entry to the meeting after the time fixed for the commencement thereof; (e) limitations on the time allotted to questions or comments by participants; (f) rules and procedures regarding the execution of election ballots before or after the time fixed for the commencement of the meeting; (g) the appointment of an inspector of election or an officer or agent of the corporation authorized to tabulate votes; and (h) rules and procedures to facilitate the conduct of, and participation in, the meeting by electronic means. The chair of the meeting shall determine and announce at the meeting the time at which the polls will close for each matter voted up at the meeting.

Section 3.8 PROXIES. - At any Annual Meeting or Special Meeting, a shareowner entitled to vote may vote their shares in person or by proxy. A shareowner entitled to vote at an Annual Meeting or Special Meeting may authorize another person to act for the shareowner by appointing the person as proxy. Without limiting the manner in which a shareowner may appoint a proxy, a shareowner or the shareowner’s authorized officer, director, employee, agent or attorney-in-fact may use any of the following as a valid means to make such an appointment:

(a) Appointment of a proxy in writing by signing or causing the shareowner’s signature to be affixed to an appointment form by any reasonable means, including, but not limited to, by facsimile signature.

(b) Appointment of a proxy by transmitting or authorizing the transmission of an electronic transmission of the appointment to the person who will be appointed as proxy or to a proxy solicitation firm, proxy support service organization or like agent authorized to receive the transmission by the person who will be appointed as proxy. Every electronic transmission shall contain, or be accompanied by, information that can be used to reasonably determine that the shareowner transmitted or authorized the transmission of the electronic transmission. Any person charged with determining whether a shareowner transmitted or authorized the transmission of the electronic transmission shall specify the information upon which the determination is made.



An appointment of a proxy is effective when a signed appointment form or an electronic transmission of the appointment is received by the inspector of election or the officer or agent of the Corporation authorized to tabulate votes. An appointment is valid for eleven months unless a different period is expressly provided in the appointment. Unless otherwise provided, a proxy may be revoked any time before it is voted, either by appointing a new proxy in accordance with the Wisconsin Business Corporation Law or by oral notice given by the shareowner to the presiding officer during the meeting. The presence of a shareowner who has made an effective proxy appointment shall not itself constitute a revocation. The Board of Directors shall have the power and authority to make rules establishing presumptions as to the validity and sufficiency of proxies.

Section 3.9 VOTING OF SHARES. - Except as provided in the Articles of Incorporation or statute, each outstanding share entitled to vote shall be entitled to one (1) vote upon each matter submitted to a vote at a meeting of shareowners.

Section 3.10 VOTING OF SHARES BY CERTAIN HOLDERS. - Shares standing in the name of another corporation may be voted by such officer, agent or proxy as the Bylaws of such corporation may prescribe, or, in the absence of such provision, as the Board of Directors of such corporation may determine.

Shares held by an administrator, executor, guardian or conservator may be voted by such person, either in person or by proxy, without a transfer of such shares into that person’s name. Shares standing in the name of a trustee may be voted by such trustee, either in person or by proxy, without a transfer of such shares into the trustee’s name. The Corporation may request evidence of such fiduciary status with respect to the vote, consent, waiver, or proxy appointment.

Shares standing in the name of a receiver or trustee in bankruptcy may be voted by such receiver or trustee, and shares held by or under the control of a receiver may be voted by such receiver without the transfer of the shares into such person's name if authority so to do is contained in an appropriate order of the court by which such receiver was appointed.

A pledgee, beneficial owner, or attorney-in-fact of the shares held in the name of a shareowner shall be entitled to vote such shares. The Corporation may request evidence of such signatory's authority to sign for the shareowner with respect to the vote, consent, waiver, or proxy appointment.

Neither treasury shares nor shares held by another corporation, if a majority of the shares entitled to vote for the election of Directors of such other corporation is held by the Corporation, shall be voted at any meeting or counted in determining the total number of outstanding shares at any given time.

ARTICLE IV
BOARD OF DIRECTORS

Section 4.1 GENERAL POWER. - The business and affairs of the Corporation shall be managed under the direction of the Board of Directors.

Section 4.2 NUMBER, CLASSES & TERM. - The number of Directors of the Corporation shall be fixed from time to time exclusively by the Board of Directors pursuant to a resolution adopted by the affirmative vote of a majority of the total number of Directors that the Corporation would have if there were no vacancies, but shall not be less than seven (7) nor more than sixteen (16). The Directors of the Corporation shall be divided, with respect to the time for which they severally hold office, into three classes, as nearly equal in number as possible. At each Annual Meeting, the successors to the class of Directors whose terms shall expire at the time of such Annual Meeting shall be elected to hold office until the third succeeding Annual Meeting, and until their successors are duly elected and qualified.

Section 4.3 CHAIR OF THE BOARD. - The Board of Directors may designate one of the Directors to act as Chair of the Board of Directors. The Chair of the Board of Directors if not designated as the Chief Executive Officer of the Corporation shall assist the Board in the formulation of policies and may make recommendations therefore. Information as to the affairs of the Corporation in addition to that contained in the regular reports shall be furnished on request by and to the Chair. The Chair may make suggestions and recommendations to the Chief Executive Officer regarding any matters relating to the affairs of the Corporation and shall be available for consultation and advice.





Section 4.4 REMOVAL. - In the event the Chief Executive Officer resigns or retires from office or employment with the Corporation, the Chief Executive Officer shall simultaneously submit a resignation from the Board of Directors. In the event that the Chief Executive Officer is removed from such position by the Board of Directors, or is involuntarily terminated from employment with the Corporation, that person shall simultaneously submit a resignation from the Board of Directors.

Section 4.5 REGULAR MEETINGS. - Regular meetings of the Board of Directors shall be held at such time and place as may be determined by the Board of Directors, but in no event shall the Board meet less than once a year.

Section 4.6 SPECIAL MEETINGS. - Special meetings of the Board of Directors may be called by or at the request of the Chair of the Board, the Chief Executive Officer or any two (2) Directors. The Chief Executive Officer or Corporate Secretary may fix any place, either within or without the State of Wisconsin, whether in person or by telecommunications, as the place for holding any special meeting.

Section 4.7 NOTICE; WAIVER. - Notice of any meeting of the Board of Directors, unless otherwise provided pursuant to Section 4.5, shall be given at least forty-eight (48) hours prior to the meeting by notice to each Director. The notice need not describe the purpose of the meeting of the Board of Directors or the business to be transacted at such meeting. Any Director may waive notice of any meeting. The attendance of a Director at a meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of business because the meeting is not lawfully called or convened.

Section 4.8 QUORUM. - A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors, but if less than such majority is present at a meeting, a majority of the Directors present may adjourn the meeting to some other day without further notice.

Section 4.9 MEETING PARTICIPATION. - (a) Any or all members of the Board of Directors, or any committee thereof, may participate in a regular or special meeting by, or to conduct the meeting through, the use of any means of communication by which any of the following occurs:

1) All participating directors may simultaneously hear each other during the meeting.

2) All communication during the meeting is immediately transmitted to each participating director, and each participating director is able to immediately send messages to all other participating directors.

(b)    If a meeting is conducted by the means of communication described herein, all participating directors shall be informed that a meeting is taking place at which official business may be transacted.

(c)    A director participating in a meeting by means of such communication is deemed to be present in person at the meeting.

Section 4.10 ACTION WITHOUT MEETING. - Any action required or permitted to be taken at any meeting of the Directors of the Corporation or of any Committee of the Board may be taken without a meeting if a consent in writing setting forth the action so taken shall be “signed” (as such term is defined in the Wisconsin Business Corporation Law) by all of the Directors or all of the members of the Committee of the Board, as the case may be. Such consent shall have the same force and effect as a unanimous vote at a meeting and shall be filed with the Corporate Secretary of the Corporation to be included in the official records of the Corporation. The action taken is effective when the last Director signs the consent unless the consent specifies a different effective date.

Section 4.11 PRESUMPTION OF ASSENT. - A Director of the Corporation who is present at a meeting of the Board of Directors at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless (a) the Director objects at the beginning of the meeting or promptly upon arrival to the holding of or transacting business at the meeting, (b) the Director's dissent or abstention shall be entered in the minutes of the meeting, (c) the Director shall file a written dissent or abstention to such action with the presiding officer of the meeting before the adjournment thereof or shall forward such dissent or abstention by registered or certified mail to the Corporate Secretary of the Corporation immediately after the adjournment of the meeting, or (d) the Director shall file a written notice to the Corporate Secretary of the Corporation promptly after receiving the minutes of the meeting that the minutes failed to show the Director’s dissention or abstention from the action taken. Such right to dissent or abstain shall not apply to a Director who voted in favor of such action.




Section 4.12 VACANCIES. - Except as provided below, any vacancy occurring in the Board of Directors or on any Committee of the Board of Directors and any directorship to be filled by reason of an increase in the number of Directors may be filled by the affirmative vote of a majority of the Directors then in office, even if less than a quorum of the Board of Directors. The Director or Directors so chosen shall hold office until the next election of the Class for which such Director or Directors shall have been chosen and until their successors shall have been duly elected and qualified.

Section 4.13 COMPENSATION. - Non-management Directors, the Chair of the Board if non-management, the Lead Independent Director and Board Committee Chairs shall receive reasonable compensation for their services, consistent with the market practices of other similarly situated companies. Directors who are employees of the Corporation shall receive no fees for serving as Directors. Board compensation will be determined by the Nominating and Corporate Governance Committee with discussion and concurrence by the Board of Directors.

ARTICLE V
COMMITTEES

Section 5.1 COMMITTEES. - The Board of Directors, by resolution adopted by the affirmative vote of a majority of all the directors then in office, may create one or more Committees (each such Committee to consist of one or more members of the Board of Directors), appoint members of the Board of Directors to serve on such Committees and designate other members of the Board of Directors to serve as alternates. Each such Committee shall (i) consist of the number of directors with the requisite qualifications, (ii) have the responsibilities and authority, (iii) meet such number of times per year and (iv) report the actions taken by such Committee to the Board of Directors, in each case as set forth in such Committee’s Charter approved from time to time by the Board of Directors, subject to the Wisconsin Business Corporation Law, the Articles of Incorporation and these Bylaws. Subject to the Articles of Incorporation and these Bylaws, and unless otherwise provided by resolution of the Board of Directors, each Committee may make its own rules of procedure, shall meet where and as provided by such rules and shall keep regular minutes of its meetings. Unless otherwise provided by resolution of the Board of Directors, each Committee may employ counsel, accountants and other consultants to assist it in the exercise of its authority.

Section 5.2 CERTAIN COMMITTEE ACTIONS. - To the extent specified by these Bylaws or by resolution of the Board of Directors a Committee may exercise the authority of the Board of Directors, except that a Committee may not do any of the following: (a) approve or recommend to shareowners for approval any action or matter expressly required by the Wisconsin Business Corporation Law to be submitted to shareowners for approval; or (b) adopt, amend or repeal Bylaws.

ARTICLE VI
OFFICERS

Section 6.1 OFFICERS. - The Board of Directors shall elect a Chief Executive Officer, a President, a Corporate Secretary, a Treasurer, a Controller, as well as all executive officers as defined by the rules and regulations of the Securities and Exchange Commission (for this Article VI only, the “Officers”). The Chief Executive Officer may appoint such other officers and assistant officers, including those designated as Vice Presidents, as may be deemed necessary. The same person may simultaneously hold more than one such office.

Section 6.2 TERM OF OFFICERS. - All Officers, unless sooner removed, shall hold their respective offices until their successors, willing to serve, shall have been elected but any Officer may be removed from office at any time by the Board of Directors.

Section 6.3 REMOVAL OF OFFICERS. - Any Officer may be removed by the Board of Directors whenever in its judgment the best interests of the Corporation will be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of an Officer by the Board of Directors or an officer by the Chief Executive Officer, as the case may be, shall not of itself create contract rights.

Section 6.4 CHIEF EXECUTIVE OFFICER. - Subject to the control of the Board of Directors the Chief Executive Officer designated by the Board of Directors shall have and be responsible for the general management and direction of the business of the Corporation, shall establish the lines of authority and supervision of the Officers and employees of the Corporation, shall have the power to appoint and remove and discharge any and all agents and employees of the Corporation not elected or appointed directly by the Board of Directors, and shall assist the Board in the formulation of policies of the Corporation.




Section 6.5 PRESIDENT. - The President, when not designated as and does not have the powers of the Chief Executive Officer, shall have such other powers and duties as may from time to time be prescribed by the Board of Directors or be delegated by the Chief Executive Officer.

Section 6.6 VICE PRESIDENTS. - The Vice Presidents shall have such powers and duties as may be prescribed by the Board of Directors and the Chief Executive Officer. The execution of any instrument of the Corporation by any Vice President shall be conclusive evidence, as to third parties, of their authority to act in the stead of the Chief Executive Officer and the President. Any Vice President may be designated as being senior in rank or degree of responsibility and may be accorded an appropriate title designating rank, such as “Senior Vice President” or “Executive Vice President.”

Section 6.7 CORPORATE SECRETARY. - The Corporate Secretary shall attend all meetings of the Board of Directors, shall keep a record thereof in proper books to be provided for that purpose, and shall be responsible for the custody and care of the corporate seal, corporate records and minute books of the Corporation, and of all other books, documents and papers as in the practical business operation of the Corporation shall naturally belong in the office or custody of the Corporate Secretary, or shall be placed in the custody of the Corporate Secretary by the Chief Executive Officer or by the Board of Directors. The Corporate Secretary shall also act as Corporate Secretary of all shareowners’ meetings, and keep a record thereof. The Corporate Secretary shall, except as may be otherwise required by statute or by these Bylaws, sign, issue and publish all notices required for meetings of shareowners and of the Board of Directors. The Corporate Secretary shall be responsible for the custody of the stock books of the Corporation and shall keep a suitable record of the addresses of shareowners The Corporate Secretary shall sign stock certificates, bonds and mortgages, and all other documents and papers to which the Corporate Secretary’s signature may be necessary or appropriate, shall affix the seal of the Corporation to all instruments requiring the seal, and shall have such other powers and duties as are commonly incidental to the office of Corporate Secretary, or as may be prescribed for by the President or by the Board of Directors.

Section 6.8 TREASURER. - The Treasurer shall have charge of, and be responsible for, the collection, receipt, custody and disbursement of the funds of the Corporation, and shall deposit its funds in the name of the Corporation in such banks or trust companies as the Treasurer shall designate and shall keep a proper record of cash receipts and disbursements. The Treasurer shall be responsible for the custody of such books, receipted vouchers and other books and papers as in the practical business operation of the Corporation shall naturally belong in the office or custody of the Treasurer, or shall be placed in the Treasurer’s custody by the President, or by the Board of Directors. The Treasurer shall sign checks, drafts, and other paper providing for the payment of money by the Corporation for operating purposes in the usual course or business. The Treasurer may, in the absence of the Corporate Secretary and Assistant Corporate Secretary sign stock certificates. The Treasurer shall have such other powers and duties as are commonly incidental to the office of Treasurer, or as may be prescribed by the President or by the Board of Directors.

Section 6.9 CONTROLLER. - The Controller shall be the principal accounting Officer of the Corporation. The Controller shall have general supervision over the books of accounts of the Corporation. The Controller shall have full access to all minutes, contracts, correspondence and other papers and records of the Corporation relating to its business matters, and shall be responsible for the custody of such books and documents as shall naturally belong in the custody of the Controller and as shall be placed in his or her custody by the President or by the Board of Directors. The Controller shall have such other powers and duties as are commonly incidental to the office of Controller, or as may be prescribed by the President or by the Board of Directors.

Section 6.10 ASSISTANT OFFICERS. - The Assistant Corporate Secretaries, Assistant Treasurers, Assistant Controllers, and other Assistant Officers shall respectively assist the Corporate Secretary, Treasurer, Controller, and other Officers of the Corporation in the performance of the respective duties assigned to such principal Officer, and in assisting their principal Officer each assistant Officer shall to that extent and for such purpose have the same powers as such person’s principal Officer. The powers and duties of any such principal Officer shall temporarily devolve upon an assistant Officer in case of the absence, disability, death, resignation or removal from office of such principal Officer.





ARTICLE VII
CERTIFICATES FOR SHARES AND THEIR TRANSFER

Section 7.1 CERTIFICATES FOR SHARES. - Each certificate representing shares of the Corporation shall state upon the face (a) that the Corporation is organized under the laws of the State of Wisconsin, (b) the name of the person to whom issued, (c) the number and class of shares, and the designation of the series, if any, which such certificate represents, and (d) the par value of each share, if any, and each such certificate shall otherwise be in such form as shall be determined by the Board of Directors. Such certificates shall be signed either manually or in facsimile by the Chair of the Board, or the Chief Executive Officer or the President and by the Corporate Secretary or an Assistant Corporate Secretary and shall be sealed with the corporate seal or a facsimile thereof. Any signature upon a certificate on behalf of a transfer agent and registrar may be manual or in facsimile. In case any officer or other authorized person who has signed or whose facsimile signature has been placed upon such certificate for the Corporation shall have ceased to be such officer or employee or agent before such certificate is issued, it may be issued by the Corporation with the same effect as if such person where an officer or employee or agent at the date of its issue. Each certificate for shares shall be consecutively numbered or otherwise identified.

All certificates surrendered to the Corporation for transfer shall be canceled and no new certificate shall be issued until the former certificate for a like number of shares shall have been surrendered and canceled, except that in case of a lost, destroyed or mutilated certificate a new one may be issued therefor upon such terms and indemnity to the Corporation as the Board of Directors may prescribe.

Section 7.2. TRANSFER OF SHARES. - Transfer of shares of the Corporation shall be made only on the stock transfer books of the Corporation by the holder of record thereof or by such person's legal representative, who shall furnish proper evidence of authority to transfer, or authorized attorney, by power of attorney duly executed and filed with the Corporate Secretary of the Corporation, and on surrender for cancellation of the certificate for such shares.

Subject to the provisions of Section 3.10 of Article III of these Bylaws, the person in whose name shares stand on the books of the Corporation shall be treated by the Corporation as the owner thereof for all purposes, including all rights deriving from such shares, and the Corporation shall not be bound to recognize any equitable or other claim to, or interest in, such shares or rights deriving from such shares, on the part of any other person, including (without limitation) a purchaser, assignee or transferee of such shares, or rights deriving from such shares, unless and until such purchaser, assignee, transferee or other person becomes the record holder of such shares, whether or not the Corporation shall have either actual or constructive notice of the interest of such purchaser, assignee, transferee or other person. Except as provided in said Section 3.10 hereof, no such purchaser, assignee, transferee or other person shall be entitled to receive notice of the meetings of shareowners, to vote at such meetings, to examine the complete record of the shareowners entitled to vote at meetings, or to own, enjoy or exercise any other property or rights deriving from such shares against the Corporation, until such purchaser, assignee, transferee or other person has become the record holder of such shares.

Section 7.3 LOST, DESTROYED OR STOLEN CERTIFICATES. - When the owner claims that certificates for shares have been lost, destroyed or wrongfully taken, a new certificate shall be issued in place thereof if the owner (a) so requests before the Corporation has notice that such shares have been acquired by a bona fide purchaser, (b) files with the Corporation a sufficient indemnity bond if required by the Corporation and (c) satisfies such other reasonable requirements as may be provided by the Corporation.

Section 7.4 STOCK REGULATIONS. - The Board of Directors shall have the power and authority to make all such further rules and regulations not inconsistent with law as it may deem expedient concerning the issue, transfer and registration of shares of the Corporation.

Section 7.5 SHARES WITHOUT CERTIFICATES. - The Board of Directors hereby authorizes the issuance of any shares of its classes or series without certificates to the full extent that the Corporate Secretary determines that such issuance is allowed by applicable law and rules of any national securities exchange on which such shares are listed, any such determination to be conclusively evidenced by the delivery to the Corporation's transfer agent and registrar by the Corporate Secretary of a certificate referring to this Bylaw and providing instructions of the Corporate Secretary to the transfer agent and registrar to issue any such shares without certificates in accordance with applicable law. In any event, the foregoing authorization does not affect shares already represented by certificates until the certificates are surrendered to the Corporation.





ARTICLE VIII
INDEMNIFICATION AND LIABILITY OF DIRECTOR AND OFFICERS

Section 8.1 CERTAIN DEFINITIONS. – The following capitalized terms (including any plural forms thereof) used in this Article VIII shall be defined for purposes of this Article VIII as follows:

(a) “Authority” shall mean the persons or entity selected by the Director or Officer to determine such person’s right to indemnification pursuant to Section 8.4.

(b) “Board” shall mean the entire then elected and serving Board of Directors of the Corporation, including without limitation all members thereof who are Parties to the subject Proceeding or any related Proceeding.

(c) “Breach of Duty” shall mean the Director or Officer breached or failed to perform a duty to the Corporation and such breach of or failure to perform those duties is determined, in accordance with Section 8.4 to constitute misconduct under Section 180.0851(2)(a) l, 2, 3 or 4 of the Statute.

(d) “Corporation,” as used in this Article VIII and as defined in the Statute and incorporated by reference into the definitions of certain other capitalized terms used herein, shall mean this Corporation, including, without limitation, any successor corporation or entity to this corporation by way of merger, consolidation or acquisition of all or substantially all of the capital stock or assets of this Corporation.

(e) “Corporation Affiliate” shall include, without limitation, any corporation, partnership, limited liability company, joint venture, employee benefit plan, trust or other enterprise, whether domestic or foreign, that is an Affiliate (as defined in Section 3.2(c)(i) of these Bylaws) of the Corporation.

(f) “Director or Officer” shall have the meaning set forth in the Statute; provided, that, for purposes of this Article VIII, (i) “Director or Officer” shall include a director or officer of a Subsidiary (whether or not otherwise serving as a Director or Officer), (ii) the term “employee benefit plan” as used in Section 180.0850(2)(c) of the Statute shall include an employee benefit plan sponsored, maintained or contributed to by a Subsidiary and (iii) it shall be conclusively presumed that any Director or Officer serving as a director, officer, partner, member, trustee, member of any governing or decision‑making committee, manager, employee or agent of a Corporation Affiliate shall be so serving at the request of the Corporation.

(g) “Disinterested Quorum” shall mean a quorum of the Board who are not Parties to the subject Proceeding or any related Proceeding.

(h) “Expenses” shall mean and include fees, costs, charges, disbursements, attorney fees and any other expenses incurred in connection with a Proceeding.

(i) “Independent Legal Counsel” shall mean a law firm, or a member of a law firm, or an independent practitioner that is experienced in matters of relevant corporation law and neither presently is, nor in the past three years has been, retained to represent (i) the Corporation or any Director or Officer in any matter material to such party (other than with respect to matters concerning the Director or Officer under this Article VIII), or (ii) any other party to the Proceeding giving rise to a claim for indemnification hereunder. Notwithstanding the foregoing, the term “Independent Legal Counsel” shall not include any person who, under the applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Corporation or the Director or Officer in an action to determine the Director’s or Officer’s rights.

(j) “Liability” shall mean and include the obligation to pay a judgment, settlement, penalty, assessment, forfeiture or fine, including an excise tax assessed with respect to an employee benefit plan, and reasonable Expenses.

(k) “Party” shall have the meaning set forth in the Statute; provided, that, for purposes of this Article VIII, the term “Party” shall also include any Director or Officer or employee of the Corporation who is or was a witness in a Proceeding at a time when such person has not otherwise been formally named a Party thereto.





(l) “Proceeding” shall have the meaning set forth in the Statute; provided, that, in accordance with Section 180.0859 of the Statute and for purposes of this Article VIII, the term “Proceeding” shall include without limitation all Proceedings (i) brought under (in whole or in part) the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, their respective state counterparts, and/or any rule or regulation promulgated under any of the foregoing; (ii) brought before an Authority or otherwise to enforce rights hereunder; (iii) involving any appeal from a Proceeding; and (iv) in which the Director or Officer is a plaintiff or petitioner because such person is a Director or Officer; provided, however, that any such Proceeding under this subsection (iv) must be authorized by a majority vote of a Disinterested Quorum.

(m) “Statute” shall mean Sections 180.0850 through 180.0859, inclusive, of the Wisconsin Business Corporation Law, Chapter 180 of the Wisconsin Statutes, as the same shall then be in effect, including any amendments thereto, but, in the case of any such amendment, only to the extent such amendment permits or requires the Corporation to provide broader indemnification rights than the Statute permitted or required the Corporation to provide prior to such amendment.

(n) “Subsidiary” shall mean any direct or indirect subsidiary of the Corporation as determined for financial reporting purposes, whether domestic or foreign.

Section 8.2 MANDATORY INDEMNIFICATION OF DIRECTORS AND OFFICERS. - To the fullest extent permitted or required by the Statute, the Corporation shall indemnify a Director or Officer against all Liabilities incurred by or on behalf of such Director or Officer in connection with a Proceeding in which the Director or Officer is a Party because such person is or was a Director or Officer.

Section 8.3 PROCEDURAL REQUIREMENTS.

(a) A Director or Officer who seeks indemnification under Section 8.2 shall make a written request therefor to the Corporation. Subject to Section 8.3(b), within sixty days of the Corporation’s receipt of such request, the Corporation shall pay or reimburse the Director or Officer for the entire amount of Liabilities incurred by the Director or Officer in connection with the subject Proceeding (net of any Expenses previously advanced pursuant to Section 8.5).

(b) No indemnification shall be required to be paid by the Corporation pursuant to Section 8.2 if, within such sixty‑day period, (i) a Disinterested Quorum, by a majority vote thereof, determines that the Director or Officer requesting indemnification engaged in misconduct constituting a Breach of Duty or (ii) a Disinterested Quorum cannot be obtained.

(c) In case of nonpayment pursuant to Section 8.3(b), the Board shall immediately authorize by resolution that an Authority, as provided in Section 8.4, determine whether the Director’s or Officer’s conduct constituted a Breach of Duty and, therefore, whether indemnification should be denied hereunder.

(d) (i) If the Board does not authorize an Authority to determine the Director’s or Officer’s right to indemnification hereunder within such sixty‑day period and/or (ii) if indemnification of the requested amount of Liabilities is paid by the Corporation, then it shall be conclusively presumed for all purposes that a Disinterested Quorum has affirmatively determined that the Director or Officer did not engage in misconduct constituting a Breach of Duty and, in the case of subsection (i) above (but not subsection (ii)), indemnification by the Corporation of the requested amount of Liabilities shall be paid to the Director or Officer immediately.

Section 8.4 DETERMINATION OF INDEMNIFICATION.

(a) If the Board authorizes an Authority to determine a Director’s or Officer’s right to indemnification pursuant to Section 8.3, then the Director or Officer requesting indemnification shall have the absolute discretionary authority to select one of the following as such Authority:

(i) An Independent Legal Counsel mutually selected by such Director or Officer and by a majority vote of a Disinterested Quorum or, if a Disinterested Quorum cannot be obtained, then by a majority vote of the Board;

(ii) A panel of three arbitrators selected from the panels of arbitrators of the American Arbitration Association in Wisconsin; provided, that (A) the first arbitrator shall be selected by such Director or Officer, the second arbitrator shall be selected by a majority vote of a Disinterested Quorum or, if a Disinterested Quorum cannot be obtained, then by a majority vote of the Board, and the third arbitrator shall be selected by the two previously selected arbitrators, and (B) in all other respects (other than this Article



VIII), such panel shall be governed by the American Arbitration Association’s then existing Commercial Arbitration Rules; or

(iii) A court pursuant to and in accordance with Sections 180.0854 and 180.0855 of the Statute.

(b) In any such determination by the selected Authority, there shall exist a rebuttable presumption that the Director’s or Officer’s conduct did not constitute a Breach of Duty and that indemnification against the requested amount of Liabilities is required. The burden of rebutting such a presumption by clear and convincing evidence shall be on the Corporation or such other party asserting that such indemnification should not be allowed.

(c) The Authority shall make its determination within sixty days of being selected and shall submit a written opinion of its conclusion simultaneously to both the Corporation and the Director or Officer. If the Authority shall not have made a determination within such sixty-day period, then it shall be conclusively presumed for all purposes that the Authority has determined that the Director or Officer has a right to indemnification pursuant to Section 8.3 and the Director or Officer shall be entitled to such indemnification, absent (1) a misstatement by the Director or Officer of a material fact, or an omission of a material fact necessary to make the Director’s or Officer’s statement not materially misleading, in connection with the request for indemnification, or (2) an express prohibition under applicable law against determining the Director’s or Officer’s entitlement to indemnification in this matter; provided, however, that such sixty-day period may be extended for a reasonable time, not to exceed an additional thirty days, if the person, persons or entity making the determination with respect to entitlement to indemnification in good faith requires such additional time for the obtaining or evaluating of documentation and/or information relating thereto.

(d) If the Authority determines (or is deemed to have determined) that indemnification is required hereunder, then the Corporation shall pay the entire requested amount of Liabilities (net of any Expenses previously advanced pursuant to Section 8.5), including interest thereon at a reasonable rate, as determined by the Authority, within ten days of receipt of the Authority’s opinion; provided, that, if it is determined by the Authority that a Director or Officer is entitled to indemnification against Liabilities’ incurred in connection with some claims, issues or matters, but not as to other claims, issues or matters, involved in the subject Proceeding, then the Corporation shall be required to pay (as set forth above) only the amount of such requested Liabilities as the Authority shall deem appropriate in light of all of the circumstances of such Proceeding.

(e) The determination by the Authority that indemnification is required hereunder shall be binding upon the Corporation, regardless of any prior determination that the Director or Officer engaged in a Breach of Duty.

(f) All Expenses incurred in the determination process under this Section 8.4 by either the Corporation or the Director or Officer, including, without limitation, all Expenses of the selected Authority, shall be paid by the Corporation.

Section 8.5 MANDATORY ALLOWANCE OF EXPENSES.

(a) The Corporation shall pay or reimburse from time to time or at any time, within ten days after the receipt of the Director’s or Officer’s written request therefor, the reasonable Expenses of the Director or Officer as such Expenses are incurred; provided, the following conditions are satisfied:

(i) The Director or Officer furnishes to the Corporation an executed written certificate affirming such person’s good faith belief that they have not engaged in misconduct which constitutes a Breach of Duty; and

(ii) The Director or Officer furnishes to the Corporation an unsecured executed written agreement to repay any advances made under this Section 8.5 if it is ultimately determined by an Authority that such person is not entitled to be indemnified by the Corporation for such Expenses pursuant to Section 8.4.

(b) If the Director or Officer must repay any previously advanced Expenses pursuant to this Section 8.5, then such Director or Officer shall not be required to pay interest on such amounts.





Section 8.6 INDEMNIFICATION AND ALLOWANCE OF EXPENSES OF CERTAIN OTHERS.

(a) The Board may, in its sole and absolute discretion as it deems appropriate, pursuant to a majority vote thereof, indemnify a director or officer of a Corporation Affiliate (who is not otherwise serving as a Director or Officer) against all Liabilities, and shall advance the reasonable Expenses, incurred by such director or officer in a Proceeding to the same extent hereunder as if such director or officer incurred such Liabilities because such person was a Director or Officer, if such director or officer is a Party thereto because such person is or was a director or officer of the Corporation Affiliate.

(b) The Corporation shall indemnify an employee who is not a Director or Officer, to the extent such person has been successful on the merits or otherwise in defense of a Proceeding, for all reasonable Expenses incurred in the Proceeding if the employee was a Party because such person was an employee of the Corporation.

(c) The Board may, in its sole and absolute discretion as it deems appropriate, pursuant to a majority vote thereof, indemnify (to the extent not otherwise provided in Section 8.6(b)) against Liabilities incurred by, and/or provide for the allowance of reasonable Expenses of, an employee or authorized agent of the Corporation acting within the scope of their duties as such and who is not a Director or Officer.

Section 8.7 INSURANCE. - The Corporation may purchase and maintain insurance on behalf of a Director or Officer or any individual who is or was an employee or authorized agent of the Corporation against any Liability asserted against or incurred by such individual in their capacity as such or arising from their status as such, regardless of whether the Corporation is required or permitted to indemnify against any such Liability under this Article VIII.

Section 8.8 NOTICE TO THE CORPORATION. - A Director or Officer or an employee of the Corporation shall promptly notify the Corporation in writing when such person has actual knowledge of a Proceeding that may result in a claim of indemnification against Liabilities or allowance of Expenses hereunder, but the failure to do so shall not relieve the Corporation of any liability to the Director or Officer or employee hereunder unless the Corporation shall have been irreparably prejudiced by such failure (as determined, in the case of Directors or Officers only, by an Authority selected pursuant to Section 8.4(a)).

Section 8.9 SEVERABILITY. - If any provision of this Article VIII shall be deemed invalid or inoperative, or if a court of competent jurisdiction determines that any of the provisions of this Article VIII contravene public policy, then this Article VIII shall be construed so that the remaining provisions shall not be affected, but shall remain in full force and effect, and any such provisions which are invalid or inoperative or which contravene public policy shall be deemed, without further action or deed by or on behalf of the Corporation, to be modified, amended and/or limited, but only to the extent necessary to render the same valid and enforceable; it being understood that it is the Corporation’s intention to provide Directors and Officers with the broadest possible protection against personal liability allowable under the Statute.

Section 8.10 NONEXCLUSIVITY OF ARTICLE VIII. - The rights of a Director or Officer or an employee of the Corporation (or any other person) granted under this Article VIII shall not be deemed exclusive of any other rights to indemnification against Liabilities or allowance of Expenses which the Director or Officer or employee of the Corporation (or such other person) may be entitled under any written agreement, Board resolution, vote of shareowners of the Corporation or otherwise, including, without limitation, under the Statute. Nothing contained in this Article VIII shall be deemed to limit the Corporation’s obligations to indemnify against Liabilities or allow Expenses to a Director or Officer or an employee of the Corporation under the Statute.

Section 8.11 CONTRACTURAL NATURE OF ARTICLE VIII; REPEAL OR LIMITATION OF RIGHTS. - This Article VIII shall be deemed to be a contract between the Corporation and each Director or Officer and employee of the Corporation and any repeal or other limitation of this Article VIII or any repeal or limitation of the Statute or any other applicable law shall not limit any rights of indemnification against Liabilities or allowance of Expenses then existing or arising out of events, acts or omissions occurring prior to such repeal or limitation, including, without limitation, the right to indemnification against Liabilities or allowance of Expenses for Proceedings commenced after such repeal or limitation to enforce this Article VIII with regard to acts, omissions or events arising prior to such repeal or limitation. If the Statute is amended to permit or require the Corporation to provide broader indemnification rights than this Article VIII permits or requires, then this Article VIII shall be automatically amended and deemed to incorporate such broader indemnification rights.





ARTICLE IX
MISCELLANEOUS

Section 9.1 FISCAL YEAR. - The fiscal year of the Corporation shall be the calendar year.

Section 9.2 DIVIDENDS. - Subject to the provisions of law or the Articles of Incorporation, the Board of Directors may, at any regular or special meeting, declare dividends upon the capital stock of the Corporation payable out of surplus (whether earned or paid-in) or profits as and when they deem expedient. Before declaring any dividend there may be set apart out of surplus or profits such sum or sums as the directors from time to time in their discretion deem proper for working capital or as a reserve fund to meet contingencies or for such other purposes as the directors shall deem conducive to the interests of the Corporation.

Section 9.3 CONTRACTS, CHECKS, DRAFTS, DEEDS, LEASES AND OTHER INSTRUMENTS. - All contracts, checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation, shall be signed by such officer or officers, agent or agents of the Corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors or corporate policy adopted by the Board of Directors. The Board may authorize by resolution or corporate policy adopted by the Board of Directors any officer or officers to enter into and execute any contract or instrument of indebtedness in the name of the Corporation, and such authority may be general or confined to specific instances. All funds of the Corporation not otherwise employed shall be deposited from time to time to the credit of the Corporation in such banks or other depositories as the Treasurer may authorize.

All contracts, deeds, mortgages, leases or instruments that require the corporate seal of the Corporation to be affixed thereto shall be signed by the President or a Vice President, and by the Corporate Secretary, or an Assistant Corporate Secretary, or by such other officer or officers, or person or persons, as the Board of Directors may by resolution or corporate policy adopted by the Board of Directors prescribe.

Section 9.4 VOTING OF SHARES OWNED BY THE CORPORATION. - Subject always to the specific directions of the Board of Directors, any share or shares of stock issued by any other corporation and owned or controlled by the Corporation may be voted at any shareowners' meeting of such other corporation by the Chief Executive Officer of the Corporation, if present, or if absent by any other officer of the Corporation who may be present. Whenever, in the judgment of the Chief Executive Officer, or if absent, of any officer, it is desirable for the Corporation to execute a proxy or give a shareowners' consent in respect to any share or shares of stock issued by any other corporation and owned by the Corporation, such proxy or consent shall be executed in the name of the Corporation by the Chief Executive Officer or one of the officers of the Corporation and shall be attested by the Corporate Secretary or an Assistant Corporate Secretary of the Corporation without necessity of any authorization by the Board of Directors. Any person or persons designated in the manner above stated as the proxy or proxies of the Corporation shall have full right, power and authority to vote the share or shares of stock issued by such other corporation and owned by the Corporation in the same manner as such share or shares might be voted by the Corporation.

Section 9.5 NOTICES. - Whenever any statute, the Articles of Incorporation of these Bylaws requires the Corporation to give notice to any shareowner or Director, such notice may be given in writing by mail or by “electronic transmission” (as defined in the Wisconsin Business Corporation Law). Written notice pursuant to the foregoing sentence shall be deemed to be effective (a) when mailed, if mailed postpaid and addressed to the shareowner’s address shown in the Corporation’s current record of shareowners or to the Director’s address that the Director has designated to the Corporate Secretary of the Corporation or (b) when electronically transmitted to the shareowner in a manner authorized by the shareowner or to the Director as the Director may have designated to the Corporate Secretary of the Corporation. Notice to Directors may also be given in person; by other method of delivery (meaning any method of delivery used in conventional commercial practice, including delivery by hand, commercial overnight delivery or private carrier); by telephone, including voice mail, answering machine or answering service; or by any other electronic means. Oral notice is effective when communicated. Other written notice is effective as follows: if delivered by hand or by private carrier, when received; if given by commercial overnight delivery, on the day the service undertakes to make delivery; and if given by facsimile, at the time transmitted to a facsimile number the recipient has provided.





ARTICLE X
AMENDMENT OR REPEAL OF BYLAWS

Section 10.1 AMENDMENTS BY BOARD OF DIRECTORS. - Except as otherwise provided by the Wisconsin Business Corporation Law or the Articles of Incorporation, these Bylaws may be amended or repealed and new Bylaws may be adopted by the Board of Directors by the affirmative vote of a majority of the number of directors present at any meeting at which a quorum is in attendance; provided, however, that the shareowners in adopting, amending or repealing a particular Bylaw may provide therein that the Board of Directors may not amend, repeal or readopt that Bylaw.

Section 10.2 IMPLIED AMENDMENT. - Any action taken or authorized by the shareowners or by the Board of Directors which would be inconsistent with the Bylaws then in effect but which is taken or authorized by affirmative vote of not less than the number of shares or the number of directors required to amend the Bylaws so that the Bylaws would be consistent with such action shall be given the same effect as though the Bylaws had been temporarily amended or suspended so far, but only so far, as is necessary to permit the specific action so taken or authorized.


Exhibit 31.1
Certification of the Chief Executive Officer for Alliant Energy Corporation
I, Lisa M. Barton, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Alliant Energy Corporation;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 31, 2026
/s/ Lisa M. Barton
Lisa M. Barton
President and Chief Executive Officer



Exhibit 31.2
Certification of the Chief Financial Officer for Alliant Energy Corporation
I, Robert J. Durian, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Alliant Energy Corporation;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 31, 2026
/s/ Robert J. Durian
Robert J. Durian
Executive Vice President and Chief Financial Officer



Exhibit 31.3
Certification of the Chief Executive Officer for Interstate Power and Light Company
I, Lisa M. Barton, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Interstate Power and Light Company;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 31, 2026
/s/ Lisa M. Barton
Lisa M. Barton
Chief Executive Officer



Exhibit 31.4
Certification of the Chief Financial Officer for Interstate Power and Light Company
I, Robert J. Durian, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Interstate Power and Light Company;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 31, 2026
/s/ Robert J. Durian
Robert J. Durian
Executive Vice President and Chief Financial Officer



Exhibit 31.5
Certification of the Chief Executive Officer for Wisconsin Power and Light Company
I, Lisa M. Barton, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Wisconsin Power and Light Company;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 31, 2026
/s/ Lisa M. Barton
Lisa M. Barton
Chief Executive Officer




Exhibit 31.6
Certification of the Chief Financial Officer for Wisconsin Power and Light Company
I, Robert J. Durian, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Wisconsin Power and Light Company;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: July 31, 2026
/s/ Robert J. Durian
Robert J. Durian
Executive Vice President and Chief Financial Officer



Exhibit 32.1
Written Statement of the Chief Executive Officer and Chief Financial Officer
Pursuant to 18 U.S.C. §1350
Solely for the purposes of complying with 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, we, the undersigned Chief Executive Officer and Chief Financial Officer of Alliant Energy Corporation (the “Company”), hereby certify, based on our knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2026 (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Lisa M. Barton
Lisa M. Barton
President and Chief Executive Officer

/s/ Robert J. Durian
Robert J. Durian
Executive Vice President and Chief Financial Officer

July 31, 2026



Exhibit 32.2
Written Statement of the Chief Executive Officer and Chief Financial Officer
Pursuant to 18 U.S.C. §1350
Solely for the purposes of complying with 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, we, the undersigned Chief Executive Officer and Chief Financial Officer of Interstate Power and Light Company (the “Company”), hereby certify, based on our knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2026 (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Lisa M. Barton
Lisa M. Barton
Chief Executive Officer

/s/ Robert J. Durian
Robert J. Durian
Executive Vice President and Chief Financial Officer

July 31, 2026



Exhibit 32.3
Written Statement of the Chief Executive Officer and Chief Financial Officer
Pursuant to 18 U.S.C. §1350
Solely for the purposes of complying with 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, we, the undersigned Chief Executive Officer and Chief Financial Officer of Wisconsin Power and Light Company (the “Company”), hereby certify, based on our knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended June 30, 2026 (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Lisa M. Barton
Lisa M. Barton
Chief Executive Officer

/s/ Robert J. Durian
Robert J. Durian
Executive Vice President and Chief Financial Officer

July 31, 2026