2023-10-19T08:47:27-07:00 2022-12-31 990 2022-01-01 390233059 DAIRYLAND POWER COOPERATIVE DAIR 6087884000 P O Box 817 3200 East Avenue South La Crosse WI 546020817 Brent Ridge President and CEO 6087884000 2023-10-19 1 1 11 0 AAL2 X 2022 2023-04-26 12:10:37Z Dairyland Power Cooperative PO Box 817 3200 East Avenue South La Crosse WI 546020817 533755056 0 X www.dairylandpower.com X Cooperative 1941 WI Dairyland Power Cooperative is an electric generation and transmission cooperative organized under the laws of WI & MN. The Cooperative, whose principal offices are located in WI, provides wholesale electric service to Class A members engaged in retail sale of electricity to member consumers located in WI, MN, IA and IL, and provides electric and other services to Class C, D, E and Special Services members, all on a cooperative, not-for-profit basis. 24 24 590 0 0 0 0 0 463583499 531090988 2922782 2632237 10998 31831 466517279 533755056 0 0 16648616 15207693 79224351 66304510 0 0 0 367803096 449420325 463676063 530932528 2841216 2822528 1543973952 1527963858 1200793640 1170531138 343180312 357432720 Our Mission is to power our communities and empower cooperative members to improve the quality of their lives. Our members are the reason for our existence. We will provide our members with value in the form of safe, reliable, sustainable and competitively-priced electricity. We will build strong relationships with our member cooperatives, employees and all stakeholders. We will live the Cooperative Principles and hold ourselves true to our core values of accountability, integrity, innovation and commitment to community. 0 0 Dairyland Power is an electric generation and transmission cooperative association organized under the laws of WI and MN. The Cooperative, whose principal offices are located in Wisconsin, provides wholesale electric service to Class A members engaged in the retail sale of electricity to member consumers located in WI, MN, IA, and IL, and provides electric and other services to Class C, D, E and Special Services members, all on a cooperative, not-for-profit basis. This provides the basis for Dairyland's exempt purpose. Dairyland Power Cooperative is under the jurisdiction of the Rural Utilities Service which requires Dairyland's accounting records to be maintained, with minor modifications, in accordance with the Uniform System of Accounts for Public Utilities as prescribed by the Federal Energy Regulatory Commission (F.E.R.C.). Because of this, we do not have our expenses grouped by function as shown on the Form 990. 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 1 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 1 145 0 1 590 1 0 0 0 0 0 455540865 32058474 0 0 0 X 24 24 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 1 1 X X X April Wehling Exec VP and CFO 6087884000 3200 East Ave So La Crosse WI 54601 X Brent Ridge President and CEO 50 0 X 880954 0 100070 Phillip M Moilien Executive Vice President and Chief Financial Officer 50 0 X 606628 0 188994 Benjamin L Porath Vice President, Strategic Growth 45 0 X 349986 0 159860 John P Carr Vice President Power Supply 40 0 X 294410 0 173945 Amanda Hoefling Executive Vice President and Chief Administration Officer 45 0 X 339013 0 124951 John Young Vice President & Chief Risk Officer 50 0 X 201996 0 231014 Brad Smalldridge Vice President, Transmission Services & Business Development 50 0 X 312016 0 76706 Nathaniel J Melby Vice President & Chief Information Officer 45 0 X 244754 0 96569 Jeffrey Springer Mgr., Innovation & Efficient Electrification 48 0 X 175656 0 145372 Joyce Peppin General Counsel 50 0 X 237515 0 81873 Brian Treadway Manager Alma Site 45 0 X 203563 0 107492 April Wehling Vice President & Chief Strategy Officer 50 0 X 198434 0 83046 Ken Schlimgen Manager, Market Operations, Trading, and Wholesale Power 55 0 X 182893 0 97749 Nicole Metzler Controller 50 0 X 204518 0 39510 Robert M Palmberg Vice President External & Member Relations (Term 09/27/21) 0 0 X 224263 0 0 Kathleen Galioto Deputy General Counsel 50 0 X 175933 0 12225 William Berg Former President and CEO 0 0 X 120463 0 0 Jim Hager Board Member / Secretary of the Board 13 0 X 37859 0 5842 Ed Gullickson Board Member 14 0 X 33861 0 8398 Jenny Scharmer Board of Directors / Chairman of the Board 18 0 X 30833 0 1456 Tom Zwiefelhofer Board Member / Vice Chairman of the Board 10 0 X 26208 0 4824 Karen Newbury Board Member 10 0 X 23687 0 5492 Chuck Zenner Board Member 7 0 X 24642 0 4337 Mark Kingland Board Member 10 0 X 24403 0 4430 Jeff Monson Board Member 6 0 X 25296 0 2734 John Petska Board Member 9 0 X 23490 0 4239 Neil Plourde Board Member 8 0 X 20592 0 6285 Ed Hass Board Member 9 0 X 23167 0 3540 Jeffery Bradley Board Member 8 0 X 23239 0 3128 Jerry Huber Board Member 9 0 X 23405 0 2844 David Anderson Board Member 8 0 X 23820 0 1306 Sandra Davidson Board Member / Treasurer of the Board 12 0 X 22197 0 2291 Barry Radloff Board Member 5 0 X 19093 0 4957 Daniel Korn Board Member 9 0 X 22828 0 983 Jane Reich Board Member 15 0 X 19375 0 4041 Arthur Friedrich Board Member 8 0 X 20084 0 2864 Robert Hess Board Member 9 0 X 20660 0 1867 Clarence Boettcher Board Member 4 0 X 19558 0 2495 William Trygstad Board Member (April-December) 7 0 X 18148 0 3685 Joe Mattingley Board Member 8 0 X 17947 0 3431 Scott Warwick Board Member (June-December) 5 0 X 11811 0 3026 Michael Baker Board Member (January-May) 8 0 X 9250 0 1992 Burton Magnuson Board Member (January-March) 6 0 X 4831 0 409 Jerry Keleher Board of Director (September) 8 0 X 650 0 98 Dan Tindell Board Member (July) 11 0 X 650 0 74 5524579 0 1810444 236 1 1 0 BNSF Railway Company 3110 Solutions Center Chicago IL 606773001 Coal Transport and Delivery Service 39105603 Zielies Tree Service Inc 750 W Arthur Street Bruce WI 54819 Vegetation Management Services 3117682 Securitas -SCIS FILE 57272 Los Angeles CA 900747272 Security Services 2430436 Knutson Construction Rochester 5985 Bandel Rd NW Rochester MN 55901 Construction Services 2393123 Matrix Business Concepts 130 North main St Concord NH 03301 Contracted Project Management Services 2713438 71 X 0 0 0 0 0 0 0 0 G & T Wholesale Electricity 221000 531090975 531090975 0 0 SO2 Allowances 221000 13 13 0 0 0 0 0 0 531090988 2545422 0 0 2545422 0 0 0 0 0 0 0 0 0 31831 0 0 0 31831 31831 31831 0 0 0 86815 0 0 0 86815 86815 86815 0 0 0 0 533755056 531209634 0 2545422 X 0 0 0 15207693 4326888 0 36589536 10565216 10952307 3870563 0 1167176 374739 51064 0 0 8266165 0 0 3699178 0 762212 626878 0 207417 34557208 0 59639412 4173635 Production 284254098 Transmission 37354285 Distribution 1003896 Taxes - Property & Gross Revenue/Gross Receipts 9651760 3631202 530932528 0 0 0 X 46224670 25849057 18925 28963 0 0 44215526 44966977 0 0 0 0 0 0 42170010 46477827 32032382 30429770 2197909420 906390797 1275175775 1291518623 8096418 4127288 17191885 16058762 30566545 27568071 48281816 40938520 1543973952 1527963858 98421388 112567296 0 0 0 0 0 0 0 0 0 0 1029797505 1003444889 0 0 72574747 54518953 1200793640 1170531138 X 620 620 0 0 343179692 357432100 343180312 357432720 1543973952 1527963858 X 2822528 0 0 0 0 11429880 X 0 1 X 1 0 0 42728130 42728130 0 2010923539 905341579 1105581960 0 0 0 0 0 0 0 0 0 144257751 1049218 143208533 1291518623 Obligations Under Capital Leases - Non Current 6588208 Lease Liab - Operating Leases 30849 Non-Current Frozen Sick Leave Benefits 7249 Deferred Compensation Benefits 1581008 Post Employment Health Insurance Obligation 4005319 Non-Current Portion of Liabilities 2794243 Asset Retirement Obligations 243726 Estimated Decommissioning Liabilities 2012868 Other Deferred Credits 4528329 Other Regulatory Liabilities 19880000 Notes Payable - Cobank 6000000 Member Cooperative Prepayments 6847154 54518953 533755056 0 0 0 0 0 533755056 0 0 0 533755056 515724835 0 0 0 0 0 515724835 0 15207693 15207693 530932528 Schedule D, Part VI, Line 1b Dairyland Power Cooperative is under the jurisdiction of the Rural Utilities Service, which requires Dairyland's accounting records to be maintained, with minor modifications, in accordance with the Uniform System of Accounts for Public Utilities as prescribed by the Federal Energy Regulatory Commission (F.E.R.C.). Because of this, we do not have our expenses grouped by function as shown on the Form 990. Our Accumulated Depreciation is grouped into just one account. For purposes of the Form 990, we cannot break out Buildings and Equipment and the associated depreciation. Schedule D, Part VI, Line 1d Same as explanation for schedule D, Part VI, Line 1b. Schedule D, Part X, Line 1 As of December 31, 2022, the Cooperative had various revenue deferrals reflected as regulatory liabilities. The revenue deferrals pertained to favorable results from market credits through transactions with the Mid-Continent Independent System Operator (MISO) in addition to favorable results due to market conditions. The Board of Directors approved the creation of a regulatory liability revenue deferral plan in the amount of $13,000,000 of 2021 revenue and plans to recognize this amount in 2023. The deferral plan was approved by RUS in February of 2022. In December 2021, the Board of Directors approved the carryforward of the 2020 revenue deferral plan in the amount of $6,000,000. The Board of Directors also approved an additional regulatory liability deferral in 2021 in the amount of $1,400,000 for business growth and development. This amended deferral plan was approved by RUS in January 2022. In December 2022, the Board of Directors approved the amendment to carryforward the revenue deferral balance in the amount of $6,880,000 into 2023 previously set for use in 2022. The plan was approved by RUS in January of 2023. Schedule D, Part XII, Line 4b As a result of complying with the 2011 requirements of reporting dividends paid by Section 501(c)12 organizations on Line 4 of Form 990 Part IX, Dairyland Power Cooperative has interpreted this to mean capital credits allocated during the tax year. Because the allocation amount is not a functional expense on Dairyland's audited financial statements, an adjustment of the allocated amount of $15,207,693 was required to reflect the correct audited gross margin for Dairyland of $18,030,223. X X 1 1 X X X X 1 1 1 Brent Ridge President and CEO 865662 0 0 0 15292 0 63986 0 45568 0 990508 0 0 0 Phillip M Moilien Executive Vice President and Chief Financial Officer 417432 0 185090 0 4106 0 155704 0 37437 0 799769 0 0 0 Benjamin L Porath Vice President and Chief Operating Officer 321197 0 26339 0 2450 0 125900 0 38327 0 514213 0 0 0 Amanda Hoefling Executive Vice President and Chief Administration Officer 327372 0 8448 0 3193 0 91305 0 37158 0 467476 0 0 0 Brad Smalldridge Vice President, Business Development 284704 0 20000 0 7312 0 42260 0 37737 0 392013 0 0 0 John P Carr Vice President Power Supply 282312 0 1000 0 11098 0 139499 0 40702 0 474611 0 0 0 Nathaniel J Melby Vice President & Chief Information Officer 241814 0 1500 0 1440 0 57280 0 42701 0 344735 0 0 0 Joyce Peppin General Counsel 235799 0 500 0 1216 0 48127 0 36143 0 321785 0 0 0 John Young Chief Risk Officer 198076 0 0 0 3920 0 198692 0 35929 0 436617 0 0 0 April Wehling Chief Strategy Officer 196921 0 0 0 1512 0 50481 0 35229 0 284143 0 0 0 Nicole Metzler Controller 195025 0 7400 0 2094 0 39510 0 2103 0 246132 0 0 0 Brian Treadway Manager Alma Site 197492 0 2000 0 4071 0 75261 0 36425 0 315249 0 0 0 Ken Schlimgen Manager, Market Operations, Trading, and Wholesale Power 174145 0 1000 0 7748 0 97581 0 3980 0 284454 0 0 0 Kathleen Galioto Deputy General Counsel 160101 0 15000 0 832 0 0 0 14174 0 190107 0 0 0 Jeffrey Springer Mgr., Innovation & Efficient Electrification 170468 0 0 0 5187 0 112441 0 36330 0 324426 0 0 0 Schedule J, Part I, Line 1a Schedule J, Part I, Line 1a - Dairyland Power Cooperative offers reimbursements to employees under a Wellness Program Plan. The Wellness Program Plan includes up to $150 towards each component for the calendar year for the cost of membership to the local YMCA or other selected Fitness Centers, the cost of an approved Weight Loss Program and the cost of an approved smoking Cessation Program. For 2022, the value of the Fitness Center Reimbursement was included in the reportable compensation for the following Key Employees and Highest Compensation Employees: Benjamin Porath, Amanda Hoefling, Nathaniel Melby, Brian Treadway, and April Wehling. Dairyland Power Cooperative also reimburses members of the Executive Team for cost incurred for executive physicals not covered by insurance. For 2022, the grossed-up value of the executive physical reimbursement was included in the reportable compensation for the following Key Employee: Brad Smalldridge. Schedule J, Part I, Line 3 CEO, Brent Ridge's compensation is established by review of his employment contract and information provided by the Manager of Total Rewards to the Board's Governance Committee. This information included data from surveys of other Generation and Transmission Cooperatives. The compensation recommendation of the Board's Governance Committee was presented to the full Board for vote as part of an executive session (only Board Members, outside legal counsel and Board recording secretary). Schedule J, Part I, Line 4 A pension True-up Program was established for Philip Moilien, Executive Vice President & Chief Financial Officer; Brent Ridge, President & CEO; Benjamin Porath, Executive Vice President & Chief Operating Officer; and Amanda Hoefling, Executive Vice President & Chief Administrative Officer. This Program was the result of calculations performed by outside consultants to establish an equitable amount of compensation due to maximum employer contribution limits to a defined benefit pension program. For 2022, Mr. Moilien received quarterly payments totaling $185,090; Mr. Ridge received quarterly payments totaling $115,872; Mr. Porath received quarterly payments totaling $26,339; and Ms. Hoefling received quarterly payments totaling $8,448. One severance payment of $224,263 was made in 2022 to Robert Palmberg, Former Key Employee. Form 990, Part IV, Line 12a The consolidated financial statements include the accounts of Dairyland Power Cooperative and Dairyland's wholly owned subsidiary, Genoa FuelTech, Inc. All significant intercompany balances and transactions have been eliminated in consolidation. Form 990, Part VI, Section A, Line 1a Dairyland's Board of Directors receives advice and recommendations for action from an Executive Committee, made up of members of the Board of Directors only. The Executive Committee is authorized by the bylaws to act on behalf of the Board on certain matters between meetings of the full Board. Form 990, Part VI, Section A, Line 4 Dairyland's Board of Directors receive advice and recommendations for action from an Executive Committee, made up of members of the Board of Directors only. The Executive Committee is authorized by the bylaws to act on behalf of the Board on certain matters between meetings of the full Board. In 2022, several bylaw changes were approved to provide greater flexibility for member meetings. In particular, several changes were approved at the annual meeting to allow for remote participation in annual and special meetings to the extent allowed by law. A change was also added to allow the Board to limit the number of delegates attending the annual meeting if, in the Board's judgement, it is advisable to do so. Form 990, Part VI, Section A, Line 6 Dairyland Power Cooperative provides wholesale electric service and other services to five classes of members (A, C, D, E and Special Services.) Form 990, Part VI, Section A, Line 7a Member control of Dairyland is vested in its Board of Directors, consisting of representatives from each of the 24 Class A member distribution cooperatives. Each director is nominated by his or her member cooperative, and then elected by Dairyland's membership at Dairyland's annual meeting in June to serve a one-year term. Form 990, Part VI, Section A, Line 7b Pursuant to Dairyland's Bylaws, the Board of Directors is charged with directing the management of the Cooperative. The Bylaws provide for the Dairyland President and CEO to be advised by a technical advisory committee consisting of the managers of the member distribution cooperatives. Member approval is required for amendments to the Articles of Incorporation or Bylaws for merger or consolidation, or for sale of more than 10% of the Cooperative's property. Form 990, Part VI, Section B, Line 11b Prior to filing the Form 990, approval of the draft return was obtained at the August 2023 meeting of the Board of Directors' Audit & Risk Management Committee. The Committee then presented its report on the return to the full Board at its August 2023 meeting, A copy of the draft return was provided to each board member. Following approval by the Board, the Form 990 was finalized and filed. Form 990, Part VI, Section B, Line 12c During June of each year, each director on the newly-elected Board is given a copy of Dairyland's Board Policy B109 Business Ethics and a Business Ethics disclosure report to be completed in accordance with Policy B109. A similar disclosure report is required of all Dairyland employees during the first quarter of each year. Each Director's completed report is reviewed by the Chairman of the Audit & Risk Committee. Any questions are reviewed by Dairyland's external counsel. Any unique responses are presented to the full Committee in executive session. Each employee's report is reviewed by the President and CEO and Chief Member Relations and HR Officer. The Chief member Relations and HR Officer's report, the report of the President and CEO, and the report of any other employee containing any unique responses are reviewed by the Chairman of the Audit & Risk Management Committee and the Chairman of the Board of Directors, and as appropriate by General Counsel and the full Committee. Form 990, Part VI, Section B, Line 15 Pursuant to written policies and guidelines adopted by the Board, the President & CEO's 2022 salary determination was conducted in 2022 by all three of the processes for determining compensation - review and approval by independent person, comparability data, and contemporaneous substantiation of the deliberation and decision. The President & CEO received a compensation increase in July 2022. This increase was a result of reviews conducted by the Board's Governance Committee, with assistance from the HR Business Partner, who participated in compensation surveys of other Generation & Transmission Cooperatives and received a compensation survey conducted by an outside compensation consultant. Results of the surveys and individual board members' review of the CEO's performance were presented to the Governance Committee, who then presented to the full Board for vote as part of an executive session (only Board Members, outside legal counsel, and Board recording secretary). Minutes of the Committee and Board meetings document those processes. For Executive Staff/Key Employees, the HR Business Partner conducts an annual salary increase percentages survey of similar Generation & Transmission Cooperatives and obtains comparable salary data compiled by National Rural Electric Cooperative Association (NRECA), along with survey results conducted by an outside compensation consultant. The results of the surveys, along with current and previous salary information, are presented to the President & CEO. Based on the information provided, the President & CEO determines the applicable compensation for each of the Key Employees. They included Chief Financial Officer & Executive Vice President, Chief Operating Officer, Chief Member Relations and Human Resources Officer, Vice President Power Supply, Chief Information Officer, Chief Risk Officer, Chief Strategy Officer, and Vice President, Business Development. For the tax year covered by this return, this was done in March 2022. The Executive Staff/Key Employees did receive compensation increases in April 2022. Form 990, Part VI, Section B, Line 16a Weston 4, near Wausau, in central Wisconsin, is a 595-megawatt electric generator that uses clean coal technologies. Weston 4 began operating on June 30, 2008. Wisconsin Public Services owns 70% and Dairyland Power Cooperative owns 30%. It is not operated as a joint venture or similar arrangement. Form 990, Part VI, Section C, Line 19 Dairyland Power Cooperative makes its governing documents, conflict of interest policy, and financial statements available upon request to the public. Form 990, Part VII, Section A, Line 1a Members of the Board of Directors of Dairyland serve annual terms that run from the annual meeting of members in June of the year of election to the annual meeting in June of the following year. All average hours worked per week were based on a separate questionnaire, specific to the Form 990 filing, that was completed by all directors, officers, key employees and highly compensated employees. Form 990, Part VIII, Line 2a - 2e Other operating revenue primarily includes revenue received from transmission service and is recorded as services are provided. Form 990, Part VIII, Line 3 Included in the $2,545,422 is an investment loss, including fund expenses, on nuclear decommissioning funds of $28,250 recorded as decommissioning liabilities of $28,250. Form 990, Part IX, Line 4 Dairyland Power Cooperative's Board of Directors has adopted a policy of retiring capital credits allocated to members on a first-in, first-out basis. As part of an equity development strategy adopted in 2003, patronage capital retired will be limited to no greater than 2% of the total assigned patronage capital balance as of December 31 of the prior year. This policy is subject to annual review and approval by the Board of Directors and the RUS. Accordingly, $4,902,490 was retired in 2022. Implementation of this policy is subject to annual review and approval by the Board of Directors and the Rural Utilities Service, and no cash retirements are made which would impair the financial condition of the Cooperative or violate any terms of its agreements. Since 2003, the amount of non-operating margins assigned to members each year is at the discretion of the Board of Directors. Any unassigned non-operating margins will become unallocated reserves and part of permanent equity. Patronage capital as of December 31, 2022 included 2022 allocated/assignable of $15,207,693 and unallocated reserves of $2,882,530. It is our inerpretation of federal cooperative tax law to report capital credits allocated during the tax year of $15,207,693 on Form 990, Part IX, Line 4. Form 990, Part X, Line 15 Dairyland Power Cooperative's accounting policies and the consolidated financial statements conform to accounting principles generally accepted in the United States of America applicable to electric cooperatives. During 2020, the Cooperative established a regulatory asset related to the unrecovered plant balances upon closure of the Genoa #3 generating station that occurred in 2021. Immaterial additional costs associated with the closure were added to the regulatory asset in 2022, Amounts are being recovered in rates through 2029. The December 31, 2022, balance associated with unrecovered plant balance was $21,058,520. The expected following year's portion of these regulatory assets is included in prepaid expenses and other current assets at December 31, 2022. In addition, Part X Line 15 includes $19,880,000 in segregated cash related to the regulatory liability revenue deferral plan that was established by the Board of Directors and approved by the Rural Utility Service. Additional information related to this plan is discussed in Schedule D, Part XIII. Form 990, Part XI, Line 9 Other change in net assets or fund balance is a result of: patronage capital-retired of -$4,902,490, accumulated other comprehensive gain of $1,124,675, and allocation of capital credits for 2022 of $15,207,693. Genoa FuelTech Inc 3200 East Avenue South La Crosse WI 54601 391828821 Investment Holding Corp WI N/A C 1 0 Charge EV LLC 3200 East Avenue South La Crosse WI 54601 854238708 Electric vehicle infrastructure initiatives WI N/A C 0.122 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Schedule R, Part IV Charge EV is a limited liability company that was formed on November 23, 2000. Dairyland Power is one member of this organization with a 12.2% interest.