2025-11-17T10:49:31-06:00 2024-12-31 346565596 ERNST & YOUNG 100 NORTH TYRON STREET 3800 CHARLOTTE NC 28202 990 2024-01-01 237048405 OLD DOMINION ELECTRIC COOPERATIVE OLDD 8047470592 4201 DOMINION BOULEVARD SUITE 300 GLEN ALLEN VA 23060 BRYAN S ROGERS SR. VP & CFO 8047470592 2025-11-14 1 0 CHRISTOPHER BOGGS P00032493 7043726300 2025-11-14 2024 2025-03-06 01:10:19Z CHRISTOPHER F COSBY 4201 DOMINION BOULEVARD SUITE 300 GLEN ALLEN VA 23060 1135612446 0 X WWW.ODEC.COM X 1948 VA PROVIDE WHOLESALE POWER TO MEMBER COOPERATIVES 21 21 151 0 0 0 0 0 1082203815 1111872326 9290942 23509364 64395 230382 1091559152 1135612072 269083 237672 12552962 11771538 20220976 22620410 0 0 0 1053096031 1095507025 1086139052 1130136645 5420100 5475427 2225303668 2157905640 1736668262 1657498696 488635406 500406944 PROVIDE WHOLESALE POWER TO MEMBER COOPERATIVES 0 0 OLD DOMINION IS A NOT-FOR-PROFIT WHOLESALE POWER SUPPLY COOPERATIVE ENGAGED IN THE BUSINESS OF PROVIDING WHOLESALE ELECTRIC SERVICE TO ITS MEMBER COOPERATIVES. 0 0 1 0 0 0 0 0 0 1 1 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 0 0 1 103 0 1 151 1 0 0 0 0 0 1083709580 43002436 0 0 0 X 21 21 0 0 0 0 1 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 VA X BRYAN ROGERS 8049684035 4201 DOMINION BOULEVARD GLEN ALLEN VA 23060 PAUL H BROWN BOARD MEMBER 9.00 X 52750 0 0 MICHAEL K BROWN BOARD MEMBER 6.00 X 52500 0 0 JOHN J BURKE JR BOARD MEMBER 6.00 X 51800 0 0 KEITH L SWISHER BOARD MEMBER 6.00 X 51800 0 0 SUZANNE S OBENSHAIN BOARD MEMBER 6.00 X 51450 0 0 CHAD N FOWLER BOARD MEMBER 6.00 X 51100 0 0 E GARRISON DRUMMOND BOARD MEMBER 6.00 X 50750 0 0 JESSE R THOMAS BOARD MEMBER 6.00 X 50400 0 0 HUNTER R GREENLAW JR BOARD MEMBER - ENDED 9/15/24 6.00 X 40250 0 0 EARL C CURRIN JR BOARD MEMBER - ENDED 8/19/24 7.00 X 33600 0 0 DAVID J JONES BOARD MEMBER - ENDED 07/30/24 6.00 X 30050 0 0 FRANKLIN B MYERS BOARD MEMBER - STARTED 07/30/24 6.00 X 25900 0 0 WILLIAM T WHITE BOARD MEMBER - STARTED 10/08/24 6.00 X 13650 0 0 ROBERT A BOOK II BOARD MEMBER 6.00 X 0 0 0 WILLIAM K BUCHANAN BOARD MEMBER 6.00 X 0 0 0 JOHN D HEWA JR BOARD MEMBER 6.00 X 0 0 0 BRADLEY H HICKS BOARD MEMBER 6.00 X 0 0 0 JASON C LOEHR BOARD MEMBER 6.00 X 0 0 0 CASEY J LOGAN BOARD MEMBER - STARTED 03/12/24 6.00 X 0 0 0 BELVIN WILLAMSON JR BOARD MEMBER 6.00 X 0 0 0 SARAT K YELLEPEDDI BOARD MEMBER 6.00 X 0 0 0 STEVE A HARMON CHAIRMAN 6.00 X X 0 0 0 MICHEAL E MALANDRO VICE CHAIRMAN 6.00 X X 0 0 0 GREGORY S ROGERS SECRETARY/TREASURER 6.00 X X 0 0 0 JOHN C LEE JR PRESIDENT & CEO 40.00 X 1575643 0 0 BRYAN S ROGERS SR. VP & CFO 40.00 X 536450 0 475357 KIRK D JOHNSON SR VP MEMBER ENGAGEMENT-ENDED 11/24 40.00 X 501350 0 238220 CHRISTOPHER F COSBY CHIEF OPERATING OFFICER 40.00 X 488647 0 246940 JOHN M ROBB SVP CHIEF LEGAL OFFICER 40.00 X 350411 0 106540 MICHAEL C WISE SR. VP POWER SUPPLY 40.00 X 269021 0 174699 ANDREW VEHORN SR VP MEMBER ENGAGEMENT-START 12/24 40.00 X 6764 0 0 LYNN A MALONEY VP INVESTOR RELATIONS 40.00 X 242328 0 240249 DANIEL B KLOSE VP POWER SUPPLY 40.00 X 280345 0 192069 KEVIN C MILLER VP ENGINEERING 40.00 X 240801 0 197649 WILIAM J PEZALLA VP REGULATORY AFFAIRS 40.00 X 242932 0 187207 RUCHIRA R LALWANEY VP IT 40.00 X 239137 0 184855 5529829 0 2243785 79 0 1 0 MITSUBISHI POWER AMERICAS INC 400 COLONIAL CENTER PARKWAY SUITE LAKE MARY FL 32746 POWER PLANT EQUIPMENT REPAIR 8951262 GE VERNOVA INTERNATIONAL LLC 58 CHARLES STREET CAMBRIDGE MA 02141 POWER PLANT EQUIPMENT INSTALLATION 7100918 MD&A-MECHANICAL DYNAMICS & ANALYSIS 19 BRITISH AMERICAN BLVD LATHAM NY 24015 ENGINEERING SERVICES 2769431 ACES POWER MARKETING 4140 W 99TH STREET CARMEL IN 46032 ENERGY MANAGEMENT 2630513 JOHN C LEE JR 177 SIR PEYTON DRIVE CLARKSVILLE VA 23927 MANAGEMENT CONSULTING (PRESIDENT & CEO) 1575643 67 OPERATING REV - MEMBER 424000 1075360231 1075360231 OP. REV. - NON-MEMBER 424000 36512095 36512095 1111872326 23509738 23509738 374 -374 -374 -374 MISC. NON-OPERATING INC 900099 195754 195754 ACES 900099 34628 34628 230382 1135612072 1112068080 0 23543992 X 237672 11771538 3950280 12727335 2353288 1615227 1974280 1503133 395800 30500 8813673 1232340 460805 195183 630097 56525699 84519447 1055814 POWER COSTS 626461804 PROD & MAINT - FOSSIL F 182860599 PROD & MAINT - MAINTENA 82957541 PROD & MAINT - NOX ALLO 15812146 32052444 1130136645 5793848 746874 18902798 33180834 111542720 122758355 135444564 131218419 201814577 106326572 2833785854 1365001031 1488883712 1468784823 262921449 294889763 2225303668 2157905640 125852499 162847851 972586235 923934017 191000000 65000000 447229528 505716828 1736668262 1657498696 X 0 0 0 0 488635406 500406944 488635406 500406944 2225303668 2157905640 X 5475427 6296111 X 0 1 X 1 0 30500 30500 30500 1 ACRE 4301 WILSON BOULEVARD ARLINGTON VA 22203 546134963 30500 0 PART I-A, LINE 1: OLD DOMINION ELECTRIC COOPERATIVE (ODEC) ENGAGES WITH OUR GOVERNMENT AT THE LOCAL, STATE AND FEDERAL LEVELS ON VARIOUS ISSUES INCLUDING BUT NOT LIMITED TO REGULATIONS, POLICIES AND LEGISLATION THAT WOULD HARM OUR INDUSTRY, MAKE GENERATION OF ELECTRICITY COST MORE OR AFFECT RELIABILITY. ODEC SPEAKS DIRECTLY TO AGENCY STAFF, ADMINISTRATORS AND LEGISLATORS ABOUT THE IMPACTS OF LEGISLATION AND REGULATION ON OUR MEMBER OWNERS. 45481931 45481931 288234675 173142976 115091699 937500 842401 95099 2292605860 1032491936 1260113924 206525888 158523718 48002170 1468784823 CAPITAL TERM CERTIFICATES 41933 C DECOMMISSIONING FUND 292640802 F HOMESTEAD FUND - DEFERRED COMP PLAN 108285 F COBANK STOCK 110897 C INVESTMENT ACES - BOOKED AT COST 1288540 C INVESTMENT NRCO 69353 C INVESTMENT IN RHI - COMMON STOCK 629953 C 294889763 OTHER DEFERRED CREDITS 1423943 OTHER REGULATORY LIABILITY - FAS 143 79257422 ASSET RETIREMENT OBLIGATION 209872292 REG LIAB - DECOMMISSION MTM 88303565 DEFERRED ENERGY 100805686 NYMEX MARG MTM 26053920 505716828 X PART X, LINE 2: AS A NOT-FOR-PROFIT ELECTRIC COOPERATIVE, WE ARE CURRENTLY EXEMPT FROM FEDERAL INCOME TAXATION UNDER IRC SECTION 501(C)(12), AND WE INTEND TO CONTINUE TO OPERATE IN THIS MANNER. BASED ON OUR ASSESSMENT AND EVALUATIONS OF RELEVANT AUTHORITY, WE BELIEVE WE COULD SUSTAIN TREATMENT AS A TAX-EXEMPT UTILITY IN THE EVENT OF A CHALLENGE OF OUR TAX STATUS. ACCORDINGLY, NO PROVISION FOR INCOME TAXES HAS BEEN RECORDED BASED ON ODEC'S OPERATIONS IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS. 0 LOUISA COUNTY HIGH SCHOOL 757 DAVIS HIGHWAY MINERAL VA 23117 546001399 7250 0 SCHOLARSHIPS & EQUPMENT BOYS & GIRLS CLUB OF CECIL COUNTY PO BOX 1737 ELKTON MD 21922 522190263 501(C)(3) 10000 0 GENERAL SUPPORT CECIL COUNTY PUBLIC LIBRARY FOUNDATION 301 NEWARK AVE ELKTON MD 21921 526049235 501(C)(3) 8500 0 GENERAL SUPPORT THE PRIZERY 700 BRUCE STREET SOUTH BOSTON VA 24592 541795927 501(C)(3) 7500 0 GENERAL SUPPORT SOUTHERN VIRGINIA HIGHER EDUCATION FOUNDATION 180 FACTORY STREET TURBEVILLE VA 24592 541866278 501(C)(3) 5500 0 GENERAL SUPPORT THE LEUKEMIA & LYMPHOMA SOCIETY POBOX 22324 NEW YORK NY 10087 136544916 501(C)(3) 6000 0 GENERAL SUPPORT HABITAT FOR HUMANITY SUSQUEHANNA 205 S HAYS STREET BEL AIR MD 21014 521848933 501(C)(3) 20000 0 GENERAL SUPPORT YOUTH EMPOWERMENT SOURCE INC 140 MAFFITT STREET ELKTON MD 21921 472027845 501(C)(3) 7500 0 GENERAL SUPPORT 8 0 X X X 0 0 0 JOHN C LEE JR PRESIDENT & CEO 1575643 0 0 0 0 0 0 0 0 0 1575643 0 0 0 BRYAN S ROGERS SR. VP & CFO 531651 0 0 0 4799 0 442719 0 32638 0 1011807 0 0 0 KIRK D JOHNSON SR VP MEMBER ENGAGEMENT-ENDED 11/24 326907 0 0 0 174443 0 208634 0 29586 0 739570 0 0 0 CHRISTOPHER F COSBY CHIEF OPERATING OFFICER 485773 0 0 0 2874 0 208377 0 38563 0 735587 0 0 0 LYNN A MALONEY VP INVESTOR RELATIONS 237291 0 0 0 5037 0 206611 0 33638 0 482577 0 0 0 DANIEL B KLOSE VP POWER SUPPLY 277856 0 0 0 2489 0 153308 0 38761 0 472414 0 0 0 JOHN M ROBB SVP CHIEF LEGAL OFFICER 347685 0 0 0 2726 0 67779 0 38761 0 456951 0 0 0 MICHAEL C WISE SR. VP POWER SUPPLY 265588 0 0 0 3433 0 136196 0 38503 0 443720 0 0 0 KEVIN C MILLER VP ENGINEERING 238489 0 0 0 2312 0 159224 0 38425 0 438450 0 0 0 WILIAM J PEZALLA VP REGULATORY AFFAIRS 238383 0 0 0 4549 0 147644 0 39563 0 430139 0 0 0 RUCHIRA R LALWANEY VP IT 234575 0 0 0 4562 0 154586 0 30269 0 423992 0 0 0 FORM 990, PART VI, SECTION A, LINE 6 OLD DOMINION ELECTRIC COOPERATIVE IS A COOPERATIVE OWNED BY 11 MEMBERS. NO MEMBER OWNS MORE THAN 50%. FORM 990, PART VI, SECTION B, LINE 11B A FINAL DRAFT OF THE 990 IS PROVIDED TO THE BOARD OF DIRECTORS FOR REVIEW. THE 990 IS REVIEWED BY AN OFFICER OF THE ORGANIZATION BEFORE FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE CONFLICT OF INTEREST POLICY IS INCLUDED IN THE COMPANY'S CODE OF ETHICS, WHICH IS SIGNED BY ALL EMPLOYEES AND BOARD MEMBERS. GENERAL COUNSEL SERVES AS THE COMPLIANCE OFFICER TO ADMINISTER THE CODE OF ETHICS. WHEN CONTACTED, THE COMPLIANCE OFFICER IS OBLIGATED TO RECORD ANY REPORT ALLEGING A VIOLATION OF THE CODE AND TO TAKE EFFECTIVE STEPS TO INVESTIGATE SUCH REPORT. PERIODICALLY, AS DETERMINED AND REQUESTED BY THE PRESIDENT/CEO, THE COMPLIANCE OFFICER WILL SUBMIT A MEMORANDUM OUTLINING THE COMPLAINTS HE HAS RECEIVED FOR THAT PERIOD, THE RESULTS OF ALL INVESTIGATIONS, AND RECOMMENDATIONS FOR REMEDIAL ACTION. FORM 990, PART VI, SECTION B, LINE 15 GENERAL PHILOSOPHY OUR COMPENSATION PHILOSOPHY HAS FOUR OBJECTIVES: 1. ATTRACT AND RETAIN A QUALIFIED, DIVERSE WORKFORCE THROUGH A COMPETITIVE COMPENSATION PROGRAM; 2. PROVIDE EQUITABLE AND FAIR COMPENSATION; 3. SUPPORT OUR BUSINESS STRATEGY; AND 4. ENSURE COMPLIANCE WITH APPLICABLE LAWS AND REGULATIONS. TOTAL COMPENSATION PACKAGE WE COMPENSATE OUR PRESIDENT AND CEO AND OTHER EXECUTIVE OFFICERS THROUGH THE USE OF A TOTAL COMPENSATION PACKAGE, WHICH INCLUDES BASE SALARY, COMPETITIVE BENEFITS, AND THE POTENTIAL OF A BONUS. HISTORICALLY, OUR PRESIDENT AND CEO'S BASE SALARY IS DERIVED FROM SALARY DATA PROVIDED BY A THIRD PARTY THROUGH A NATIONAL COMPENSATION SURVEY. THE NATIONAL COMPENSATION SURVEY DATA INCLUDES DATA FROM THE LABOR MARKET FOR POSITIONS WITH SIMILAR RESPONSIBILITIES. MR. LEE WAS COMPENSATED UTILIZING A CONSULTING SERVICES AGREEMENT DURING HIS ENGAGEMENT AS PRESIDENT AND CEO. TARGETED OVERALL COMPENSATION OUR COMPENSATION PROGRAM UTILIZES DETAILED JOB DESCRIPTIONS FOR ALL OF OUR EMPLOYEES INCLUDING EXECUTIVE OFFICERS, WITH THE EXCEPTION OF THE PRESIDENT AND CEO, AS AN INSTRUMENT TO ESTABLISH BENCHMARKED POSITIONS. THE MARKET COMPENSATION INFORMATION FOR EACH POSITION IS DERIVED FROM SALARY DATA PROVIDED BY THIRD PARTIES THROUGH NATIONAL COMPENSATION SURVEYS AND INCLUDES SALARY DATA FOR POSITIONS WITHIN THE DETERMINED COMPETITIVE LABOR MARKET. OUR JOB DESCRIPTIONS ARE REVIEWED ANNUALLY AND INCLUDE JOB RESPONSIBILITIES, REQUIRED KNOWLEDGE, SKILLS AND ABILITIES, AND FORMAL EDUCATION AND EXPERIENCE NECESSARY TO ACCOMPLISH THE REQUIREMENTS OF THE POSITION WHICH IN TURN HELPS US ACHIEVE OPERATIONAL GOALS. UTILIZING THIS INFORMATION, OUR HUMAN RESOURCES DEPARTMENT DETERMINES A MARKET-BASED SALARY FOR EACH POSITION. A THIRD-PARTY CONSULTANT, BURTON-FULLER MANAGEMENT, REVIEWS THE MARKET-BASED SALARY DATA WE COMPILED FOR REASONABLENESS ANNUALLY. WE HAVE DEFINED MARKET-BASED SALARY AS APPROXIMATELY THE 50TH PERCENTILE OF THE MARKET. ANOTHER THIRD-PARTY CONSULTANT, INTANDEM LLC, CREATED A PERFORMANCE APPRAISAL INSTRUMENT FOR THE PRESIDENT AND CEO POSITION. PROCESS FOR DETERMINING CEO COMPENSATION WE HAVE A COMMITTEE OF OUR BOARD OF DIRECTORS, THE EXECUTIVE COMMITTEE, WHICH RECOMMENDS ALL COMPENSATION FOR OUR PRESIDENT AND CEO TO THE ENTIRE BOARD OF DIRECTORS. THE ENTIRE BOARD OF DIRECTORS THEN APPROVES THE COMPENSATION ARRANGEMENTS FOR THE PRESIDENT AND CEO. OUR BOARD OF DIRECTORS HAS DELEGATED TO OUR PRESIDENT AND CEO, THE AUTHORITY TO ESTABLISH AND ADJUST COMPENSATION FOR ALL EMPLOYEES OTHER THAN HIMSELF. THE COMPENSATION FOR ALL OTHER EMPLOYEES, INCLUDING EXECUTIVE OFFICERS OTHER THAN THE PRESIDENT AND CEO, IS APPROVED BY OUR PRESIDENT AND CEO BASED UPON MARKET-BASED SALARY DATA. ON AN ANNUAL BASIS OUR BOARD OF DIRECTORS REVIEWS THE PERFORMANCE AND COMPENSATION OF OUR PRESIDENT AND CEO, AND OUR PRESIDENT AND CEO REVIEWS THE PERFORMANCE AND COMPENSATION OF THE REMAINING EXECUTIVE OFFICERS. OUR BOARD OF DIRECTORS DETERMINED THE COMPENSATION PAYABLE UNDER THE CONSULTING SERVICES AGREEMERENTS FOR OUR FORMER PRESIDENT AND CEO. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS AVAILABLE UPON REQUEST. FORM 990, PART IX, LINE 4: LINE 4 CONTAINS CAPITAL CREDITS ALLOCATED TO OUR MEMBERS. FORM 990, PART XI, LINE 9: CLOVER BOOK DEPRECIATION FOR FULL YEAR -5,329,169. FEDERAL INCOME TAX 1120-POL -6,876. BOOK/TAX DIFFERENCES FROM PARTNERSHIP -139,382. PATRONAGE DIVIDENDS - MEMBERSHIP BENEFIT 11,771,538. FORM 990, PART I, LINE 3 AND PART VI, LINE 1A: ODEC IS GOVERNED BY A BOARD OF 22 DIRECTORS, CONSISTING OF TWO REPRESENTATIVES FROM EACH OF OUR MEMBER DISTRIBUTION COOPERATIVES AND ONE REPRESENTATIVE FROM TEC TRADING INC, ITS CLASS B MEMBER. THE CHAIRMAN OF THE BOARD CASTS 2 VOTES, ONE FOR HIS COOPERATIVE AND ONE FOR TEC. TEC TRADING INC 4201 DOMINION BOULEVARD SUITE 300 GLEN ALLEN VA 23060 542040896 ELEC POWER DISTRIBUTION VA C 238992 6775080 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0